Oregon State Bar Legal Publications

• 1 volume; loose-leaf
• 1000 pages ~
• Publication Date: December 2019

Most of your clients have at least one automobile, or are impacted by the presence of automobiles in their lives. Whether it’s a consumer issue, an insurance coverage issue, or a tort or criminal law problem, Oregon Automobile Law Compilation has the answers you need. The second edition of this popular volume pulls together, in one convenient resource, chapters from several other Legal Publications titles, each of which deals with automobiles in some way.

Highlights Include:

Issues with Buying and Owning an Automobile
o Retail Installment Contracts
o Consumer Leasing Act
o Warranties (Lemon Laws)
o Unlawful Trade Practices
o Vehicles and Business Entities

Automobile Insurance Issues
o Automobile Insurance – Liability, Comprehensive, and Collision
o Commercial Auto & Garage Policies
o UM/UIM and PIP Insurance
o Steps Following Loss + Powers and Duties of Adjusters

Torts, Accidents, and Damages Involving Automobiles
o Vehicle Collisions
o Dram Shop Act [reserved for expansion]
o Compensatory Damages
o Punitive Damages
o Pain and Suffering
o Mental Distress
o Loss of Earnings and Earning Capacity
o Medical Expenses
o Impaired Living Capacity
o Contributory Negligence and Comparative Fault
o Loss of Services
o Wrongful Death
o Physical Injury to or Loss of Chattels
o Dispossession of Personal Property
o Mitigation of Damages
o Collateral Benefits and the Collateral-Source Rule
o Additur and Remittitur
o Attorney Fees

Criminal Laws Involving Automobiles
o Investigatory Stops and Frisks
o Search and Seizure—without Warrants
o Search and Seizure—with Warrants
o Seizure of Property
o DUII
o Diversion, Civil Compromise, and Other Alternatives [reserved for expansion]
o Traffic Offenses
o Former Jeopardy
o Sentencing
o Setting Aside Conviction or Record of Arrest

Dispossession of Automobiles
o Creditors’ Claims – Statutory & Possessory Liens
o Exemptions
o Self-help Remedies under the Uniform Commercial Code
o Judicial Foreclosure of Security Interests in Personal Property
o Automobile Issues Arising after Owner’s Death [reserved for expansion]

Order your copy today by visiting our online bookstore. You may also contact our CLE Service Center at (503) 431-6413 or 1-800-452-8260, x 413.

• 1 volume; loose-leaf
• 1,100 pages ~
• Publication Date: December 2019
• Editorial Review Board: Andrew H. Ognall; John R. Thomas; Ernie Bootsma; and Mark von Bergen

Covering partnerships, limited liability companies, C and S corporation formation and operation, corporate reorganizations, business acquisitions, and intellectual property agreements, Advising Oregon Businesses, volume 5 puts a myriad of forms and agreements at your fingertips. Each form relates to material covered in the rest of the Advising Oregon Businesses series. Most forms include comments, citations to statutes and legal authorities, and alternative clauses to help you tailor them to your clients’ needs.

TABLE OF CONTENTS

Introductory Comment

PARTNERSHIPS
1 Partnership Agreement Checklist
2 Partnership Agreement
3 Limited Liability Partnership—Amendment to Partnership Agreement
4 Certificate of Limited Partnership
5 Agreement of Limited Partnership

LIMITED LIABILITY COMPANIES
6 Limited Liability Company Articles of Organization
7 Limited Liability Company Operating Agreement—Safe-Harbor Manager-Managed LLC
8 Limited Liability Company Operating Agreement—Simple Member-Managed LLC
9 Limited Liability Company Operating Agreement—Single-Member LLC

CORPORATIONS—ORGANIZATION
10 Letter to Client Regarding Incorporation of a Closely Held Business
11 Letter to Client Disclosing Potential Conflicts in the Context of Entity Formation
12 Preincorporation Checklist
13 Articles of Incorporation—Business Corporation (Short Form)
14 Articles of Incorporation—Business Corporation (Long Form)
15 Articles of Incorporation—Benefit Company (Short Form)
16 Articles of Incorporation—Professional Corporation
17 Articles of Incorporation—Nonprofit Public-Benefit Corporation
18 Articles of Incorporation—Nonprofit Mutual-Benefit Corporation
19 Bylaws—Business Corporation
20 Bylaws—Nonprofit Public Benefit Corporation

CORPORATIONS—STOCK
21 Bylaws—Nonprofit Mutual Benefit Corporation
22 Minutes of Organizational Meeting of Directors
23 Consent in Lieu of Organizational Meeting of Directors
24 Subscription Agreement
25 Stock Certificate for Common Stock
26 Stock Certificate for Preferred Stock
27 Legends for Stock Certificates
28 Affidavit of Loss of Stock Certificate and Indemnity Agreement
29 Buy-Sell Agreement Introductory Comment

CORPORATIONS—MEETINGS OF BOARD OF DIRECTORS
30 Voting Trust Agreement
31 Voting Trust Certificate
32 Voting Agreement
33 Irrevocable Authorization of a Proxy
34 Notice of Special Meeting of Board of Directors

CORPORATIONS—MEETINGS OF SHAREHOLDERS
35 Waiver of Notice of Meeting of Board of Directors
36 Minutes of Annual Meeting of Board of Directors
37 Resolution for Annual Meeting of Board of Trustees
38 Notice of meeting of Shareholders
39 Minutes of Meeting of Shareholders
40 Resolutions for Meeting of Shareholders

OTHER CORPORATE MATTERS
41 Certificate of Mailing
42 Proxy Statement for Annual Meeting of Shareholders
43 Proxy for Annual Meeting of Shareholders
44 Indemnification Agreement
45 Articles of Amendment to Articles of Incorporation—Before Shares Issued
46 Articles of Amendment to Articles of Incorporation—After Shares Issued
47 Restated Articles of Incorporation and Accompanying Certificate
48 Stock-Transfer Agreement
49 Preferred Stock-Purchase Agreement
50 Amended and Restated Articles of Incorporation
51 Employment Agreement
52 Independent Contractor Agreement
53 Employee or Consultant Confidentiality Agreement

SUBCHAPTER S CORPORATIONS
54 Noncompetition, Nonsolicitation, and Nondisclosure Agreement
55 Key Employees’ Stock-Option Plan

CORPORATE REORGANIZATIONS
56 Stock-Option Agreement
57 Agreement to Preserve S Corporation Status
58 Statement of Revocation of S Corporation Election
59 Type A Reorganizations: Agreement and Plan of Merger
60 Articles of Merger
61 Divisive Type D Reorganizations: Agreement and Plan of Corporate Separation

BUSINESS ACQUISITIONS
62 Type E Reorganizations: Agreement and Plan of Recapitalization
63 Notice of Special Meeting of Shareholders to Approve Proposed Merger
64 Plan of Conversion
65 Acquisition Due Diligence Checklist
66 Letter of Intent for Sale of Assets in a Company Acquisition
67 Letter of Intent for Sale of Stock in a Company Acquisition
68 Certified Resolutions Authorizing Sale of Business Assets
69 Agreement for Sale and Purchase of Business Assets
70 Stock Purchase Agreement
71 Promissory Note
72 Guaranty Agreement
73 Security Agreement
74 Pledge Agreement
75 Escrow Agreement for Pledge of Stock
76 Blank Stock Power
77 Closing Memorandum – Asset Purchase
78 Closing Memorandum – Stock Purchase
79 Opinion Letter—Sale of Assets
80 Opinion Letter—Sale of Shares
81 Officer’s Certificate to Support Opinion

INTELLECTUAL PROPERTY
82 Bill of Sale for Personal Property
83 Assignment and Assumption
84 Submitted Idea Agreement (Reverse Confidentiality Agreement)
85 One-Way Confidentiality Agreement
86 Mutual Confidentiality Clause
87 Mutual Confidentiality Agreement
88 Assignment or License by Independent Contractor, Hired to Create
89 Patent License Agreement
90 Patent Assignment
91 Copyright Assignment
92 Trademark Assignment
93 End User License Agreement
94 Software Development Agreement
95 Website/Mobile App Development Agreement

MISCELLANEOUS PROVISIONS
96 Online Services or Software-As-A-Service Agreement
97 Franchise Agreement
98 Miscellaneous Provisions

A special thank you to all our volunteer authors and editors for their time and contributions to this new edition. Order your copy today by visiting our online bookstore. You may also contact our CLE Service Center at (503) 431-6413 or 1-800-452-8260, x 413.

• 2 volumes; loose-leaf
• 1,300 pages ∼
• Publication Date: November 2019
• Editorial Review Board: Sam Imperati, Richard Vangelisti, Erica Glaser, Lisa Amato, Scott Bellows, and Jill Goldsmith

Whether you call it Alternative Dispute Resolution or Appropriate Dispute Resolution, methods of resolving your clients’ legal matters range far beyond litigation. ADR in Oregon provides the nuts and bolts of arbitration, mediation, collaborative law, and more. Whether your client’s case is subject to mandatory arbitration or you are simply looking for a more cost-effective way to resolve the dispute, ADR in Oregon will point the way. Benefiting from the wisdom of an all-new editorial review board, this completely reorganized and revised resource answers your questions concerning ADR generally and in specific practice areas.

TABLE OF CONTENTS

1. Introduction
2. Selecting an ADR Process and Provider
3. Mediation Overview and Mechanics
4. Mediation Confidentiality
5. Mediator Techniques
6. Advocacy and Ethics
7. Mediator Approaches and Ethics
8. Overview of Court-Annexed Arbitration
9. Overview of Contractual Binding Arbitration
10. Legal Bases and Procedures for Compelling or Resisting ADR
11. Evidence in Arbitration
12. Attorney Advocacy and Ethics in Arbitration
13. Arbitrator Ethics
14. Post-Award Procedures
15. Mediation in State Administrative Proceedings
16. PIP/UM/UIM Coverage
17. Restorative Justice in the Criminal Justice System
18. ADR in Family Law
19. Real Estate Disputes
20. ADR in Construction Disputes
21. Securities
22. Developments in Federal Courts and Agencies
23. Appellate Settlement Conference Program
24. Workplace and Organizational Mediation
25. Landlord-Tenant and Small Claims
26. Bankruptcy and Creditors’ Rights
27. Collaborative Law
28. Employment Law
29. Arbitration and Mediation in Labor Relations
30. Workers’ Compensation
31. ADR in Environmental and Natural Resource Disputes
32. Land Use
33. Probate and Estates
34. Native American Related Matters [Reserved for Expansion]
35. Consumer Law
36. Community Dispute Resolution
37. ADR for Intellectual Property Disputes
38. Juvenile Court and Dependency Proceedings
39. Medical Malpractice and Healthcare Incidents
40. Online Dispute Resolution
41. Transnational Implications

Table of Forms
Table of Statutes and Rules
Table of Cases

A special thank you to the following editors and authors for their time and contributions to this new edition:

Sam Imperati, Richard Vangelisti, Erica Glaser, Lisa Amato, Scott Bellows, Jill Goldsmith, Dennis Westlind, Laura Caldera Taylor, Lisanne Butterfield, Sally LaJoie, Emil J. Ali, Daniel Keppler, Thomas W. Brown, Rudy Lachenmeier, Lauren MacNeill, Halah Ilias, Sonia Montalbano, Marcia Buckley, Devin Howington, John L. Barlow, Sarah Harlos, Britta E. Warren, Lisa C. Brown, James Edmonds, Matthew Colley, Michael Fuller, Dominic Carollo, Kelly Donovan Jones, Nikki A.W. Abercrombie, Jon W. Monson, Chris Pikarski, Jesus Miguel Palomares, James J. Damis, Larry D. Schucht, Tom D’Amore, Tara Millan, Carley Adams, Matthew Hartman, Cara Walsh, Lisa Fitzgerald, Hon. Diana I. Stuart, Lorena Reynolds, Jim Zupancic, Susan T. Alterman, Jeremy T. Vermilyea, D. Gary Christensen, Robert S. Banks, Gary Grenley, Keil Mueller, Douglas R. Ricks, Judy D. Henry, Tsipora Dimant, Hon. Kathleen J. Proctor, Brent Summers, Johnston Mitchell, Jo Posey, Jill Brittle, Myah Kehoe, Nicole Deering, Robert Meyer, Heather Bowman, Paul M. Ostroff, Jeffrey P. Chicoine, Bruce D. Smith, Joan P. Snyder, Wendie L. Kellington, Michele Buck-Romero, Katharine West, Michael Fuller, Kelly Donovan Jones, Tera Cleland, John Mansfield, Mark Kramer, Meg Goldberg, Richard Lane, James C. Melamed, and Roger Ullmann.

Order your copy today by visiting our online bookstore. You may also contact our CLE Service Center at (503) 431-6413 or 1-800-452-8260, x 413.

 

 

 

• 2 volumes; loose-leaf
• 1,500 pages ~
• Publication Date: September 2019
• Editorial Review Board: Katie Jo Johnson, Michael Peterkin, Stacey A. Martinson, and John Stewart

The Oregon State Bar issued the first publication on construction law in 1989. It was an overwhelming success. Updates were published in 1993, 1997, and 2004. They have been likewise successful. The construction and design area of law continues to expand, and there are an ever-increasing number of lawyers representing clients in this practice area.

Construction Law in Oregon is the top resource for Oregon lawyers involved in commercial, design-build, residential, or state and local government construction projects. This book provides the information needed to successfully negotiate construction contracts, and handle disputes, claims, liens, bonds, and federal procurements. This edition includes a new chapter on insurance coverage issues. We are also offering a companion Construction Law Codebook with relevant Oregon statutes and select federal laws to aid you in your practice.

TABLE OF CONTENTS

Volume 1

1          Contractor and Subcontractor Licensing and Registration
2          Overview of Legal Relationships
3          Architect and Engineer Liability and Agreements
4          Private Construction Contracts: General Principles
5          Subcontracts and Purchase Orders
6          Unique Issues Relating to State and Local Public Construction Contracts
7          Federal Procurements
8          Design-Build Construction
9          Residential Construction
10        The Surety Relationship and Payment and Performance Bonds

Volume 2

11        Insurance Coverage Issues
12        Technology in Construction
13        Bid Disputes
14        Proving and Defending Claims on Construction Projects
15        Damages Under Construction Agreements, and Documentation
16        Construction Liens
17        Building Inspections
18        Construction Contractors Board
19        Construction Disputes

Table of Forms
Table of Statutes and Rules
Table of Cases
Subject Index

A special thank you to the following editors and authors for their time and contributions to this new edition: 

Katie Jo Johnson, Michael Peterkin, Stacey A. Martinson, John Stewart, Eric a. Grasberger, Stephanie Holmberg, James M. Walker, J. Daniel Gragg, Andrew MacKendrick, Roger Lenneberg, Brent Carpenter, Andrew Guess, Sean C. Gay, Zachary S. Davis, Jacob Zahniser, David Bowser, Dean E. Aldrich, Jack Levy, Jan D. Sokol, Jesse C. Ormond, Kevin Coles, Matthew Berry, Brian Hickman, Gregory L. Baird, Jason W. Alexander, James F. Marron, Lea K. Schneider, Tyler Storti, Joseph A. Yazbeck, Jr., Brent Carpenter, Angela M. Otto, Peter Willcox-Johes, Megan Evans, Douglas R. Hookland, Tara M. Johnson, Bob O’Halloran, and D. Gary Christensen

Order your copy today by visiting our online bookstore. You may also contact our CLE Service Center at (503) 431-6413 or 1-800-452-8260, ext. 413. 

Represent your juvenile clients effectively with Juvenile Law: Delinquency. Written by public defenders, state attorneys, private practitioners, and judges, this second volume of Juvenile Law deals with issues relevant to delinquency cases, from custody and intake through appeals, as well as expunction of juvenile court records. It offers a thorough examination of the Juvenile Code as well as the code’s case law interpretations, includes the latest 2019 legislative developments, and is full of practice tips. This volume also includes the full text of the Juvenile Code and bills passed in 2018 and 2019, for quick reference to the statutes. Order your copy today and have the solutions your clients need at your fingertips.

Table of Contents

1. History, Philosophy, and Basic Structure of the Juvenile-Justice System in Oregon
2. Confidentiality of Records in Juvenile Proceedings
3. Ethics and Standards
4. Custody
5. Informal Disposition, Prevention, and Diversion
6. Prepetition Issues, Detention, and Waiver
7. Preadjudication Issues
8. The Delinquency Adjudication
9. The Delinquency Disposition
10. Postdisposition Issues
11. Appeals
12. Expunction of Juvenile Court Record

Table of Forms
Table of Statutes and Rules
Table of Cases
Subject Index

Order your copy today by visiting our online bookstore. You may also contact our CLE Service Center at (503) 431-6413 or 1-800-452-8260, ext. 413. 

 

With Oregon Uniform Jury Instructions you will always be prepared for trial with up-to-date and customizable jury instructions, save time by using instructions already drafted by the experts, and represent your clients with confidence using the comments to the instructions.

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Oregon Uniform Civil Jury Instructions

• 2 Withdrawn Instructions

The Uniform Civil Jury Instructions Committee produced a small supplement of two withdrawn.

Oregon Uniform Criminal Instructions

• 1 New Instruction
• 40 Revised Instructions

The Uniform Criminal Jury Instructions Committee, this year, concentrated on updating the General Instructions chapter. In particular, the committee rewrote the verdict forms and added material to the comments for the “intentionally” and “knowingly” instructions. The committee also wrote a new instruction defining the phrase “extreme indifference to human life”.

Order your copy today by visiting our online bookstore. You may also contact our CLE Service Center at (503) 431-6413 or toll-free in Oregon, 1-800-452-8260, x 413.

Written and edited by Oregon’s foremost business law lawyers, Advising Oregon Businesses, volumes 3 and 4, provides extensive coverage of some of the finer, more advanced aspects of business law. Topics include acquisitions, government contracts, insurance, business valuation, bankruptcy, intellectual property, and a new chapter on licensing. This set is a valuable resource for any attorney with business clients.

TABLE OF CONTENTS

VOLUME 3—OREGON BUSINESS CONCERNS
45           Executive Compensation Matters
46           Qualified Retirement Plans
47           Estate Planning for Owners of Closely Held Businesses
48           Business Risk and Insurance Coverage
49           Company Policies
50           Doing Business with the Government
51           Doing Business with Indian Tribes
52           Evaluating and Structuring Acquisitions; Decision Factors; Nontax Considerations
53           Structuring the Transaction: Tax Considerations
54           Valuing the Business
55           Financing the Purchase
56           Legal Opinions in Business Transactions—Customary Practice
57           Bankruptcy

VOLUME 4—INTELLECTUAL PROPERTY AND COMPETITIVE RESTRICTIONS
58           Overview of the Antitrust Laws
59           Business Names
60           Domain Names
61           Trademarks
62           Copyrights
63           Patent Law Essentials
64           Technology Licensing: Strategic Issues Every Licensor and Licensee Should Know
65           Confidentiality Agreements
66           The Departing Employee—Competitive Restrictions
67           Government Regulation of Franchises
68           Business Aspects of Franchising

Table of Statutes and Rules
Table of Cases
Subject Index

A special thank you to the following editors and authors for their time and contributions to this new edition:

Jere Webb; Andrew Ognall; John R. Thomas; Ernie Bootsma; Mark von Bergen; David C. Culpepper; Joseph L. Reinhart; Emily V. Karr; Steven G. Bell; Seth H. Row; Alexandra Shulman; Zachary S. Davis; Sean C. Gay; Townsend Hyatt; Robert James Miller; Steven White; Steven Hull; Christopher K. Heuer; Adam D. Schurle; Blake Runckel; Andrew J. Morrow, Jr.; Niccolo F. Barber; Chris Gregores; Douglas R. Pahl; Jeremy D. Sacks; Keith E. McIntire; Madison Kaplan; Joshua G. Gigger; David P. Cooper; Parna A. Mehrbani; Richard J. Polley; Frank X. Curci; David L. Silverman; Randolph C. Foster; Todd A. Hanchett; Douglas D. Smith; Ryan D. Smith; and Bradley D. Smith.

Order your copy today by visiting our online bookstore. You may also contact our CLE Service Center at (503) 431-6413 or 1-800-452-8260, ext. 413.