National Champions

Students earn bragging rights at transactional law competition

By Maria Iacobo

National champions.

Four USC Gould students earned that title after a two-day competition that tested skills required for successful transactional law careers. The team of Jennifer Cohen ’14, Nicole Creamer ’13 and Dilveer Vahali ’13 took top honors at the National Transactional LawMeet, a mock negotiation experience for students interested in pursuing a career in transactional law.

As one of two teams to win the Western Regional round held at UCLA in February, the USC Gould team traveled to Philadelphia recently to compete with 11 other law schools at the national meet. Darren Guttenberg ’13 was a member of the regional team, but with his wife expected to deliver their first baby close to the finals, Vahali stepped in to work with Cohen and Creamer.

Everyone agreed that the level of competition at the finals was of a higher caliber and that the teams in the final round focused more on the significant issues of the deal.

“Teams that had success being aggressive in their negotiations in the regional rounds didn’t seem to have the same level of success in the national rounds,” says Cohen. “I don’t think it was viewed as good of a negotiating strategy as it was in the regionals. Their arguments weren’t as well-reasoned.”

Though Guttenberg didn’t make the trip to Philadelphia, he worked with Vahali to become familiar with the negotiation and the versions the deal had gone through in the earlier rounds.

“It comes down to hard work,” Guttenberg says. “Dilveer really put in the hours necessary to catch up and be ready to participate at a high level on day one.”

Vahali, who is also earning an MBA at the USC Marshall School of Business, arranged for the team to meet with some of the attorneys that served at the regional rounds and get feedback on the team’s work.

“I was nervous about the first round because I hadn’t [participated in the regional round],” Vahali says. “It was easy once we sat down and started because of the prep these guys put me through.”

There are three phases to the competition. Students, working in teams, prepare a proposed draft amendment to a 58-page Stock Purchase Agreement; each team prepares mark-ups to the drafts prepared by three opposing teams for the regional competitions; finally, opposing teams negotiate the contours of the deal. Each team represents one of the two parties (either the buyer or the seller) in the transaction. USC Gould won the national competition representing the sellers; Minnesota’s William Mitchell College of Law took the national title representing the buyers.

Creamer and Vahali (right) during competition

“It is simultaneously, a competition and a huge educational opportunity,” says Prof. Michael Chasalow, the team’s faculty advisor. “While the team is competing, there is teaching going on every step of the way. After every round the team spends 15 minutes alone with seasoned practitioners who are giving feedback on the team member’s style and approach and thought process.

“Not only is our team learning, but the other teams are getting better as they move through the rounds because they’re also getting feedback on how to improve. It’s an ideal blend of an educational experience and a competition. We treated it as a competition, but it’s also a huge opportunity to learn and improve for everyone who was involved.”
 “Another particularly gratifying result of the victory is that it provides a tangible example of something that we as teachers, pride ourselves on: that USC Gould produces excellent lawyers who thrive in a real-world practice.

Experienced practitioners from Drinker Biddle & Reath, LLP, Pepper Hamilton, LLP, Schnader Harrison Segal & Lewis, LLP, Reed Smith, LLP, and other top transactional attorneys, judged the national finals competition. The judges scored the teams on the students' agreement drafting, editing and negotiating skills.

Each round is nearly an hour of negotiation and the final round included an audience of several dozen people plus the judges. Four teams moved on to the final round from the initial 12.

“One of the judges in the final round had seen us in our first round and although he liked us in the first round, he had a couple comments for us, one of which was to talk more about the numbers of the deal,” Vahali says. “We thought we should only talk about legal issues. We incorporated that in our final round, and when he was giving us his feedback he mentioned how he had seen us the day before and how we had grown as a team. You could see improvement over the two days.”

Other schools competing at the finals included Hofstra, Northwestern, Baylor, Cardozo, Drexel, University of California at Davis, the University of Georgia and the University of Mississippi. This was the third annual meet and some schools, such as Hofstra, had participated and made it to the nationals each year. And, while some of the other schools have internal competitions to determine who will represent their school at the regional competition, Creamer noted that she and her teammates volunteered.

Clearly it worked out.