Our attorneys are capable and business-savvy negotiators, with a keen interest in our clients’ technologies and markets and closing deals with our clients’ business partners. We generate value through innovative and practical approaches to fulfilling our clients’ business goals. We use our experience in the structuring and negotiation of business arrangements through drafting various types of agreements to help clients achieve their licensing goals while identifying and mitigating associated risks. Our attorneys have relevant experience in a wide range of technologies, including wireless communication and networks, clean/green technologies, social media, robotics and artificial intelligence, information technology, and Internet-of-things (IoT).
Technology Transfer and Licensing
Our attorneys structure and handle technology transfer and licensing transactions for clients, including health care and medical device companies, telecommunications companies, software companies, and U.S. and global manufacturers. We understand the challenges associated with such arrangements, including clearly defining permissible uses and negotiating consulting and non-disclosure and confidentiality agreements. Our attorneys steer clients through business transactions and contracts involving intellectual property. These include licensing agreements (patents, trademarks, copyrights, know-how, etc.), outsourced technology development agreements, research and development agreements, supply, technical service, marketing and distribution agreements, technology collaboration, alliance and joint venture arrangements, and joint and collaborative R&D agreements. Most importantly, we tailor our approach to fit each client’s needs.
Our attorneys help clients negotiate, draft and execute government contracts (CRADAs and Work-for-Others agreements, among others), while maintaining and protecting their intellectual property rights. Understanding that entering into a government contract brings an enhanced level of scrutiny and risk, our attorneys structure contracts that comply with governmental regulations and preserve our clients’ interests. Additionally, we work with governmental entities, providing us with a unique perspective when structuring agreements. Our work with national and international clients has given us a thorough understanding of governmental regulations throughout the world.
Software and IT Outsourcing Agreements
We draft, negotiate and execute software agreements for clients, ranging from small start-ups to large, multi-national corporations. Our work includes structuring agreements, including technology escrow arrangements when appropriate, and assisting our clients with building internal compliance programs, which help avoid future software concerns.
Additionally, we handle information technology (IT) outsourcing transactions, data and call center arrangements, and cloud computing, and Software-as-a-Service (SaaS) agreements, including Application Service Provider (ASP) agreements, hosting agreements, third-party agreements and outsourcing arrangements. We understand the risks and challenges associated with managing data in the cloud, including hosting-related concerns, safeguarding against data loss, managing service levels and quality control procedures and managing transition or termination phases. We examine, analyze, draft and negotiate each agreement thoroughly, working to ensure our clients are protected from challenges ranging from reputational damage to loss of business.
Our attorneys handle settlement negotiations, ensuring our clients’ rights and interests are protected in matters concerning all forms of intellectual property.
We also have the capability and resources to set up integrated service teams for clients to handle larger and more complex transactions, as well as categories of agreements negotiated by our clients with several business partners. We work with lawyers in other practice groups throughout our firm as needed, and our client teams have developed customized workflows for particular client initiatives and departments/divisions, including suites of template agreements, term sheets and standardized negotiating approaches.