JOHANNESBURG, S.A.
MAY 25-JUNE 12, 2004

Tuesday, May 25: Leave Washington, D.C. Dulles 9:35PM

Wednesday, May 26:
     Arrive Heathrow 10:05AM.
     Leave Heathrow 7:10PM

Thursday, May 27: Arrive Johannesburg 7:00AM

Friday, May 28: Rest

Saturday, May 29: Attend Perry Irvine's class

Sunday, May 30

Monday, May 31: Nothing scheduled

Tuesday, June 1: Group A; Introduction; Goals; Methods of Teaching; Subjects to Be Covered:

I. Representations
II. Warranties
III. Indemnities

a. What are they?
b. Who gives them?
c. When are they used?
d. Why are they needed?
e. What needs to be covered?
f. Examples

Wednesday, June 2:

I. Limitations
II. Disclosures

a. What are they?
b. Who gives them?
c. When are they used?
d. Why are they needed?
e. What needs to be covered?
f. Examples

Thursday, June 3: Same as Group A on Tuesday

Friday, June 4: Nothing scheduled

Saturday, June 5: Group B; Same as Group A on Wednesday

Sunday, June 6: Nothing scheduled

Monday, June 7: Nothing scheduled

Tuesday, June 8: Group A

I. Closing:

a. When
b. Where
c. How

• In person
• By DHL or UPS, etc.
• By fax
• By e-mail

d. What is required
e. Ways to expedite
f. Escrows
g. Opinion Letters
h. Executed documents

• Bill of sale
• Deed to real estate
• Vehicle or similar titles
• Releases
• Contracts

i. Recording
j. Payment

• Certified funds
• Promissory Notes
• Stock or other negotiable paper
• Goods or services (barter)
• Contractual consideration

II. Legal Opinions:

a. What is it?
b. When is it given?
c. Who gives it?
d. Why is it needed?
e. What needs to be covered?

• Organizational Status
• Power and authority
• Execution, Validity and enforceability
• Noncontravention
• Governmental Approvals
• Proceedings
• Ownership
• Completion

Wednesday, June 9:Group A

I. Property and Mineral Rights Contracts

a. Leases

• Description of premises
• Term
• Renewals
• Rental charges
• Damage and security deposit
• Maintenance
• Insurance and indemnity
• Assignability
• Default provisions
• Lien for rentals on inventory, furniture of fixtures
• Special provisions for mineral leases:

1. Environmental clauses
2. Wheelage
3. An agreement to actively pursue development so as to produce the maximum quantities of the minerals.

II. Deeds:

a. Warranty of title
b. Reservations.
c. Reversions
d. Limitations

III. Purchase contracts

IV. Liens:

a. Mortgage
b. Trust Deed
c. Vendors lien

Thursday, June 9: Group B; Same a Group A on Tuesday

Friday, June 11: Nothing scheduled

Saturday, June 12: Same as Group A on Thursday

Sunday, June 13: Nothing scheduled

Monday, June 14: Nothing schedule

Tuesday, June 15: Meet family and start tour

Monday, June 28: Leave Capetown 7:35PM

Tuesday, June 29: Leave Heathrow 11:00AM
Arrive Dulles 2:05PM

TYPES OF COMMERCIAL TRANSACTIONS

1. Sale of Goods

a. Specific quantities
b. Requirments

2. Sale of Services

3. Sale of a business:

a. Sale of business entity
b. Sale of assets

• Approval by owners
• Approval by government

4. Sale and lease-back

5. Leases

a. residential lease
b. commercial lease
c. mineral lease

6 Real estate Sales

7. Loan and other Financing Agreements

8.Franchise Agreements

9. Corporate Reorganization