Industries across many sectors have become more tech savvy, creating prime opportunities to modernize or even revolutionize existing businesses through the formation of strategic relationships maximizing the exchange, use, sharing and development of goods, services and new technologies.

We provide experienced counsel to clients in a wide range of complex business transactions, including the sale or procurement of business critical goods and services, the purchase and sale of equipment, hardware, systems and other goods and services, and the licensing of technology, software, content and data. We represent buyers as well as sellers across many different industries, including wireline and wireless telecommunications service providers, financial services institutions, media companies and health care institutions. We also represent a number of software and equipment vendors. This has given us a greater understanding of the vendors’ needs and allows us to structure solutions that work for both buyers and sellers.

We regularly represent technology developers and owners that wish to commercialize their intellectual property as well as businesses that require cutting edge solutions to improve current business processes or to support new business offerings. We focus our licensing practice on transactions involving the development, licensing and commercialization of software and other technology, data and intellectual property. Many transactions in this area involve the procurement or sale of integrated systems, consisting of software, hardware and support services, such as integration and maintenance. We also assist in joint development agreements, distribution and marketing arrangements. In addition, we focus on specific aspects of technology licensing, such as open source software and the impact of virtualization.

E-Commerce

We provide a comprehensive approach to business transactions ranging from traditional web-enabled commerce to leading edge technologies, from multi-jurisdictional regulatory issues, to practical day-to-day data licensing issues. We routinely help clients with contract drafting, e-tax issues, intellectual property issues, online advertising, and cross-border e-commerce regulations, at the same time structuring agreements to reduce risks surrounding privacy and data protection concerns. We are skilled in developing agreements, alliances and contracts that address the specific issues that exist within the electronic business world.

Cloud Computing

The systems architecture model of cloud computing is changing the way companies do business, and bringing a wide range of benefits to many organizations. While this model allows for a new level of fluidity and flexibility in computing, it also results in a complex area of legal considerations and risks. We work with clients to identify and comply with relevant data transfer and data storage laws. Our experience allows us to conduct the increased due diligence required for cloud computing contracts and ensure the correct levels of data security, protection and documentation are met. Offering a balanced approach to risk mitigation, we also ensure that concerns surrounding data loss and return of data at the end of a contract are addressed. (Privacy & Data Security) 

Pharmaceutical and Biotechnology

The commercialization of new biotechnology often involves bringing together a cross-section of several disciplines into a cohesive business relationship between the developer of the innovative technology and the party seeking to commercialize the technology. The attorneys within our Commercial Transactions practice are seasoned professionals in structuring, negotiating and documenting these relationships.

The commercialization of biotechnology frequently involves complex negotiations concerning a variety of issues, such as: the scope of the license to the underlying technology, the critical milestones (regulatory and non-regulatory) for which each party is responsible, the payment terms and triggers of payments between the parties, the scope and terms under which the ensuing products may be commercialized, the extent to which the parties will cooperate with respect to ongoing joint development of future generation products and the terms of product supply. Our attorneys work closely with subject matter experts on our Health and Life Sciences team and Intellectual Property team as well as other teams in counseling clients on how best to identify, prioritize and synthesize the issues into a sensible commercial relationship with the other party. We are experienced working with both the biotechnology companies developing innovative technologies as well as the pharmaceutical and other companies seeking to commercialize these technologies. We regularly work shoulder to shoulder with our clients, both domestic and foreign, in negotiating these relationships.