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RABKIN & JOHNSON – CURRENT LEGAL FORMS

Jacob Rabkin and Mark H. Johnson with other contributors

Long recognized as the best legal forms set available, Current Legal Forms with Tax Analysis remains an unparalleled resource for the attorney or firm with a diverse practice. Thirty-four volumes provide a wealth of sample forms, drafting guidance and expert legal commentary to assist in the fundamental, and often time-consuming, task of document drafting.

Comprehensive Coverage: Current Legal Forms covers practically every area of the law (except for criminal law and litigation) – corporate,

commercial, intellectual property, domestic relations, employment, and computer agreements, including e-commerce and Internet agreement, family/estate planning, employment and real estate – making it a resource that can be used by an entire firm, not just a single department.

Great Structure: Easy-to-use format including tax background, practice background, checklists, drafting guidelines and forms for most topics. Each chapter includes:

• A Tax Background that reviews the basic tax concepts and issues reflected in the forms. • A Practice Background that analyzes the legal

issues to be considered in researching, planning and drafting the forms. • Checklists to ensure that all necessary

elements of the transaction have been addressed.

• Drafting Guidelines that identify the major components of a standard agreement and discuss the relevance of the clause within the form.

• Forms - thousands of forms and clauses.

Wealth of Forms and Clauses: Thousands of forms, with over 70,000 clauses – including many variations for different fact patterns – and comments to all forms providing insight to the purpose and use of the form.

Superior Tax Coverage: Comprehensive tax coverage greatly exceeds tax coverage of any competitor, yet provides just the right amount for

the non-specialist. Notably, the full text of the Internal Revenue Code, which is available on www.lexis.com and CD-ROM, allows for easy, helpful linking from Current Legal Forms on www.lexis.com and the CD.

Commentary: Comments to all forms providing insight to the purpose and use of the form. Checklists: Useful, helpful, strategic checklists in most chapters.

Current Legal Forms is a comprehensive drafting tool that can be used by an entire firm, not only a single department because it covers practically every transactional area of the law. Furthermore, Current Legal Forms saves the attorney significant time in two ways. First, its structure carefully lays out legal and tax issues, drafting advice and checklists so that the user can get all of the background they need from one resource before beginning to draft. In addition, the unmatched wealth of sample forms and alternative clauses lets the attorney select a form with a fact pattern similar to his or her own, making the process of adapting the sample form easy and efficient.

MB0026 Information current as of 10/1/2009.

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TABLE OF CONTENTS: VOLUME 1

Chapter 1: Partnerships

General Partnerships Limited Partnerships

Miscellaneous Provisions for Partnership Agreements

Miscellaneous Agreements Among Partners

VOLUME 2

Chapter 2: Joint Ventures and Business Trusts

Joint Ventures Business Trusts

Chapter 3: Patents, Copyrights and Trademarks

Patents

Copyrights and Trademarks

VOLUME 3

Chapter 3A: Business Franchises

Food Service Specialty Retail

Automobile and Automobile Related Businesses Service Franchises

Franchises for Sale of Products Special Types of Franchise Agreements Multiple-Tier Franchise Agreements Business Opportunities and Distributorships Related Agreements

Sample Disclosure Documents

VOLUME 4

Chapter 3B: Computer Agreements

Employment and Consulting Agreements Hardware Agreements

Software Agreements

Computer Service Agreements Asset Acquisition Agreements

VOLUME 5

Chapter 4: Sale of Goods

General Contracts Miscellaneous Clauses Consignment Sales

Agencies and Distributorships Statutory Notices

VOLUME 6

Chapter 4A: Equipment Leasing

Complete Leases and Forms Related Forms

Miscellaneous Lease Provisions

VOLUME 7

Chapter 5: Sales of Stock and Business Assets

Sales of Business Assets Sales of Corporate Stock

VOLUME 8

Chapter 5A: Creditors' Agreements

Chapter 5B: Assignments and Delegation of Powers

Assignment of Present Interests Notices of Assignment-Consent Assignments-Future Interests Powers of Attorney

Chapter 5C: Letters of Credit and Negotiable Instruments

Letters of Credit Negotiable Instruments

VOLUME 9

Chapter 6: Credit and Finance

Secured Transactions

Guaranty, Suretyship, and Indemnity Long-Term Loan Agreements

VOLUME 10 Chapter 7: Wills

Married Persons' Wills Unmarried Persons' Wills Basic Will Provisions Testamentary Beneficiaries Living Wills

Conditional and Special Dispositions Codicils

Alternative Testamentary Provisions Alternative Provisions for Fiduciaries

VOLUME 11

Chapter 7A: Estate Planning for Businesses

Wills Disposing of Business Interests Alternative Will Provisions

Chapter 7B: Estate Planning for Community Property

Community Property Wills

Antenuptial and Other Marital Agreements Alternative Will Provisions

Chapter 8: Revocable Trusts

Revocable Inter Vivos Trusts Revocable Insurance Trusts

Chapter 9: Irrevocable Trusts

Trusts for Family Members Short-Term Trusts Trusts Benefiting Minors Trusts Benefiting the Grantor Insurance Trusts

VOLUME 12

Chapter 10: Domestic Relations

Antenuptial Agreements

Agreements and Property Transfers During Marriage Separation and Divorce

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Chapter 11: Contributions to Charities

Lifetime Charitable Transfers

Inter Vivos Split-Interest Trusts Alternative Will Provisions

VOLUME 13

Chapter 12: Employment and Compensation

General Employment Agreements Deferred and Long-Term Compensation Contingent and Additional Compensation Death Benefits and Insurance

Publishing Agreements Sports-Entertainment Agency and Personal Service Agreements Miscellaneous Agreements

VOLUME 14

Chapter 12A: Collective Bargaining VOLUME 15

Chapter 13: Pension Plans and Other Exempt

Employees' Plans (Part I) Defined Benefit Plans Money-Purchase Plans

VOLUME 16

Chapter 13: Pension Plans and Other Exempt

Employees' Plans (Part II) Profit-Sharing Plans

Cash or Deferred Plan (401(k)) Stock Bonus Plan

Employee Stock Ownership Plans (ESOPs) Individual Retirement Accounts (IRAs) Exempt Organizations' Plans

Voluntary Employees' Beneficiary Associations (VEBAs)

Adoption of Plan and Applications for Determinations

Reporting and Disclosure Plan Termination

Miscellaneous Plan Administration

VOLUME 17

Chapter 14: Stock Options and Other Incentive Plans

Stock Option Plans Stock Purchase Plans

Incentive Compensation Plans Authorization of Plans Other Employee Benefits

VOLUME 18

Chapter 15: Shareholders' Agreements

Formation and Control Agreements Cross-Purchase Agreements Cross-Purchase Agreements Involving Insurance Redemption Agreements

Redemption Agreements Involving Insurance Options Relating to Stock

Voting Trust Agreements Miscellaneous Agreements

VOLUME 19

Chapter 15A: Not-for-Profit Corporations

Articles of Incorporation

Purpose and Power Clauses in Articles of Incorporation

Membership Provisions in Articles of Incorporation Provisions in Articles of Incorporation Relating to

Directors and Corporate Regulation Bylaws

Not-for-Profit Service Corporations Miscellaneous Forms

VOLUME 20

Chapter 16: Corporate Reorganizations and Liquidations

Corporate Reorganizations Recapitalizations

Partial Liquidations and Separations Complete Liquidations

VOLUME 21

Chapter 16A: Professional Corporations

Articles and Certificates of Incorporation Bylaws Other Organizational Agreements

Minutes of Meetings of Incorporators, Shareholders, and Directors

Resolutions Pertaining to Corporate Operation Professional Compensation Agreements Mergers and Consolidations

Miscellaneous Forms

VOLUME 22

Chapter 17: Corporate Organization

Articles of Incorporation

Purpose and Power Clauses in Articles of Incorporation

Provisions in Articles of Incorporation Relating to Corporate Finance

Provisions in Articles of Incorporation Relating to Directors and Corporate Regulation Bylaws

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Chapter 18: Corporate Operation and Management

Shareholders' Meetings and Resolutions Directors' Meetings and Resolutions Dividends and Current Distributions Tax Returns and Elections

Chapter 18A: Limited Liability Companies VOLUME 23

Chapter 19: Corporate Securities

Common Stock Certificates Preferred Stock Certificates Warrants

Debt Instruments

Issuance and Sale of Securities Public Issuance of Stock Post-Issuance Matters

VOLUME 24

Chapter 20: Real Estate Entities

Tenancies in Common and Joint Ventures Partnerships and Syndications

Corporations Real Estate Trusts Cooperatives Condominiums

VOLUME 25

Chapter 21: Sales and Exchanges

Options and Offers

Contracts of Sale: Residential Property

Contracts of Sale: Commercial Property Exchanges Brokerage Agreements

Sales and Leasebacks

Sales of Stock in Real Estate Corporations Special Closing Agreements

Mortgage Financing

Mortgage Clauses and Provisions

VOLUME 26

Chapter 22: Development and Subdivision (Part I)

Acquisitions for Development and Subdivision Development Ventures

VOLUME 27

Chapter 22: Development and Subdivision (Part II)

Planning and Construction Shopping Centers

Real Estate Management Financing

VOLUME 28

Chapter 22A: Real Estate Securities

REIT Offerings REMIC Offerings

VOLUME 29

Chapter 22B: Real Estate Securities (Part I)

Condominium Unit Offerings as Securities

VOLUME 30

Chapter 22B: Real Estate Securities (Part II)

Blue Sky Offerings

VOLUME 31

Chapter 23: Real Estate Leases

Complete Leases Lease Clauses

VOLUME 32

Chapter 24: Agricultural Transactions and Natural Resources

Agricultural Transactions Natural Resources

VOLUME 33

Chapter 25: Environmental

Considerations in Real Estate Transactions Sale of Real Estate

Real Estate Loans Lease of Real Estate

VOLUME *

Index

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LEXISNEXIS FLORIDA FORMS ALL A comprehensive collection of all Florida forms as well as numerous forms for both Transactional and Litigation Practice in Florida derived from

established and respected LexisNexis and Matthew Bender publications such as: LexisNexis Practice

Guides: Florida Civil Procedure, Florida Personal Injury, Florida Contract Litigation, Florida Business Torts, and Florida Estates & Probate plus Current Legal Forms and Warren’s Forms of Agreement.

Offers a wide range of Form types including, among others:

Estates & Trust Law • Wills & Trusts • Probate Business Law

• Contracts & UCC

• Real & Personal Property Transactions Real Property Law

• Real Estate Transactions • Construction Law Family Law

• Divorce

• Child Support & Custody

Civil Procedure

• Complaints & Answers • Pre & Post-Trial Motions Personal Injury Law

• Negligence

• Malpractice & Professional Liability The Florida forms all include time saving links to relevant legal topics and related content in the Practitioner’s Toolbox.

LEXISNEXIS FORMS: FLORIDA LITIGATION A comprehensive collection of Florida forms as well as numerous forms for Litigation Practice in Florida derived from established and respected LexisNexis and Matthew Bender publications such as: LexisNexis Practice Guides: Florida Civil

Procedure, Florida Personal Injury, Florida Contract Litigation, Florida Business Torts, and Florida Estates & Probate, Florida Torts, Florida Estates Practice Guide plus Personal Injury: Actions, Defenses, Damages, Products Liability Practice Guide, Family Law Litigation Guide, Employee Rights Litigation, Civil Rights Actions

and Construction Law.

Florida Litigation fully covers topics such as: • Business/Commercial Litigation

• Employment Law Litigation • Personal Injury Litigation • Estates & Trust Litigation • Domestic Relations Litigation

The Florida forms all include time saving links to relevant legal topics and related content in the Practitioner’s Toolbox.

LEXISNEXIS FORMS: FLORIDA TRANSACTIONS

A comprehensive collection of Florida forms as well as numerous forms for the Transactional Practice in Florida derived from established and respected LexisNexis and Matthew Bender publications such as: LexisNexis Florida Practice

Guides: Contract Litigation, Business Torts, Estates & Probate, Florida Estates Practice Guide, Boyer, Florida Real Estate Transactions, Southeast Transaction Guide plus Warren’s Forms of Agreement, Current Legal Forms, Collier Real Estate Transactions and the Bankruptcy Code, and Forms and Procedures Under the Uniform Commercial Code.

Florida Transactions fully covers topics such as: • Estate, Gift & Trust Law & Transactions • Real & Personal Property Transactions • Domestic Relations Agreements • The UCC & Contracts

FL0041 Information current as o 10/1/2009.

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LEXISNEXIS FORMS: FLORIDA BUSINESS & COMMERCIAL

A comprehensive collection of Florida forms as well as numerous forms for the

Business/Commercial Law Practice in Florida derived from established and respected LexisNexis and Matthew Bender publications such as:

LexisNexis Practice Guides: Florida Contract Litigation & Florida Business Torts, Southeast Transaction Guide plus Warren’s Forms of Agreement, Current Legal Forms, Forms and Procedures Under the Uniform Commercial Code, Environmental Law in Real Estate and Business Transactions, Franchising and Commercial Law and Practice Guide.

Florida Business & Commercial fully covers topics such as:

• Real & Personal Property Transactions • Estate, Gift & Trust Law Transactions • Business/Commercial Litigation • The UCC & Contracts

LEXISNEXIS FORMS: FLORIDA CIVIL PROCEDURE & EVIDENCE

A comprehensive collection of Florida forms for Civil Litigation Practice derived from the

LexisNexis Practice Guide: Florida Civil Procedure.

Florida Civil Procedure & Evidence fully covers topics such as:

• Discovery

• Pre-Trial Procedure • Motion Practice

• Trial & Post Trial Procedure

LEXISNEXIS FORMS: FLORIDA ESTATE PRACTICE

A comprehensive collection of Florida forms as well as numerous other forms for Estate Practice in Florida derived from established and respected LexisNexis and Matthew Bender publications such as: LexisNexis Practice Guide: Florida Estate &

Probate, Florida Estates Practice Guide plus Planning for Large Estates and International Estate Planning.

Florida Estates fully covers topics such as: • Wills & Trusts

• Estate Administration • Probate

• Powers of Attorney

LEXISNEXIS FORMS: FLORIDA FAMILY LAW

A comprehensive collection of Florida forms as well as numerous other forms for Family Law Practice in Florida derived from established and respected Matthew Bender publications such as:

Florida Family Law plus Family Law Litigation Guide, Lindey and Parley on Separation

Agreements and Antenuptial Contracts and Collier Family Law & Bankruptcy Code.

Florida Family Law fully covers topics such as: • Marital Termination & Spousal Support • Child Custody & Support

• Adoption • Name Changes

LEXISNEXIS FORMS: FLORIDA PERSONAL INJURY

A comprehensive collection of Florida forms as well as numerous other forms for Personal Injury Practice in Florida derived from established and respected LexisNexis and Matthew Bender publications such as: LexisNexis Practice Guide:

Florida Personal Injury & Florida Business Torts, Florida Torts plus Medical Malpractice, Personal Injury: Actions, Defenses, Damages, Products

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Liability Practice Guide, Drug Product Liability, Premises Liability Law and Practice and A Guide to Toxic Torts.

Florida Personal Injury fully covers topics such as: • Negligence

• Business Torts

• Malpractice & Professional Liability • Public Entity Liability

• Premises Liability • Product Liability

LEXISNEXIS FORMS: FLORIDA REAL & PERSONAL PROPERTY

A comprehensive collection of Florida forms as well as numerous other forms for Real Estate Practice in Florida derived from established and respected Matthew Bender publications such as:

Boyer, Florida Real Estate Transaction, plus Environmental Law in Real Estate and Business Transactions, Brownfields Law and Practice, Collier Real Estate Transactions and the Bankruptcy Code, Federal Taxes Affecting Real Estate and Construction Law.

Florida Real Property fully covers topics such as: • Real Property Ownership & Transfer • Real Property Taxation

• Construction Law

• Environmental Law and Real Estate

The Florida forms all include time saving links to relevant legal topics and related content.