Technology, information and intellectual property assets form the core of the modern economy. Whether technology is a company’s primary focus or an essential tool in providing better products and services, it plays an important role in virtually every business.
McDermott’s technology and commercial transactions team includes lawyers with deep experience representing technology companies and their customers at every point in the business lifecycle. We provide counsel on purchase, supply, development, licensing, distribution, joint venture, reseller, and other agreements and contracts.
Our lawyers advise startups, Fortune 50 technology companies, and national and multinational enterprises operating in a wide range of industries, including aviation, banking and finance, defense, energy, entertainment, life sciences, natural resources, real estate, technology and telecommunications. We have structured, negotiated and closed billions of dollars of technology transactions for clients across North America, Europe, the Asia-Pacific region, Latin America and Africa.
McDermott’s lawyers are deeply skilled at advising clients on a wide variety of technology-related matters and issues involved with the acquisition and licensing of technology and IP assets, including cloud computing, outsourcing of technology and business processes, data privacy, distribution agreements, wireless and wireline telecommunications, technology development and related maintenance and services, e-commerce, electronic payment systems, Internet-of-things, mobile app development, social media, content delivery, contract manufacturing, open source and other software issues, consulting services agreements, and contract manufacturing. Our lawyers also advise clients on transition services as well as the technology and intellectual property issues relating to the acquisition or divestiture of businesses.
A number of our partners have been recognized as leading practitioners by publications and ratings agencies such as Chambers Global, Chambers USA, Chambers Europe, The Best Lawyers in America, The Legal 500, The Legal 500 EMEA, The Legal 500 Deutschland, JUVE Handbuch Wirtschaftskanzleien, BTI Consulting Group, Lawdragon and The Black Book of Outsourcing.
We regularly advise a broad range of clients—from entrepreneurs to national utilities and multinational corporations—on technology development issues, including the negotiation of joint technology development arrangements and related commercial and regulatory issues. We provide counsel on the acquisition and licensing of emerging IP and other assets, technology transfers, product development and manufacturing agreements, patent prosecution and portfolio strategies, open-source software development and hardware acquisitions.
Technology Licensing and Procurement
We regularly represent businesses involved in the licensing and procurement of technology and intellectual property assets. Our lawyers have significant experience in cloud computing, software as a service (SaaS), platform as a service (PaaS) and infrastructure as a service (IaaS), software licensing, content licensing, technology implementation, maintenance and support, e-commerce issues, hosting and hardware acquisition.
Joint Ventures and Strategic Alliances
For many businesses, it makes sense to join forces with allied companies to achieve shared goals. It does not, however, always make sense to merge with or acquire another enterprise in order to formalize such cooperative efforts. We have helped numerous companies negotiate effective joint ventures and strategic alliances in technologies such as industrial processes, cloud computing, data centers, medical and health care services and products, and telecommunications. We work with clients to assess the strength of their assets and conduct due diligence reviews of partners to determine the most effective framework for pursuing mutual objectives. Recent client engagements have involved a joint venture to develop flash storage for computers and the development of cloud computing-based medical image management solutions.
Manufacturing, Supply and Distribution Agreements
We regularly negotiate a broad range of agreements on behalf of OEMs, developers, manufacturers, contract manufacturers, suppliers, distributors, resellers, energy companies and utilities, and logistics enterprises across the United States, in international markets, and across industries such as information technology, biotechnology and advanced fabrication. Our lawyers negotiate integrated supply management, supply chain and distribution agreements that ensure compliance with federal and state laws and regulations, and address issues such as technology licensing, electronic contracting, signatures and records, product marketing and promotion, use of online tools and search engines, and advertising and sweepstakes.
Internet of Things
The “old” internet is being surpassed by the “internet of things”: technologies embedded in and connecting the everyday objects that people use at work, at home, in the car—even while asleep. McDermott’s lawyers advise clients on the myriad legal and commercial issues that arise from the development, deployment, licensing and sale of products, processes and services relating to wearable technologies, smart buildings and cities, telemedicine and e-health, energy and automobiles, among other growth areas. We also recognize that laws and regulations surrounding data privacy, consumer protection and telecommunications have a significant effect on the production, sale and use of these technologies.
Health Information Technology
We advise clients on the full range of legal and compliance issues relating to the acquisition, implementation, use and management of health information technology (HIT), including the computer software and hardware that deals with the retrieval, sharing and use of health care information for decision making, regulatory reporting and communication among providers, insurers and patients. We counsel clients on matters involving electronic health records (EHRs), health information exchange (HIEs) and protected health information (PHI). We routinely advise physicians, hospitals, health systems, practice management companies, EHR vendors and medical billing companies on compliance with HIPAA, state breach notification laws, Medicare and Medicaid EHR Incentive Program requirements, and the False Claims Act, Anti-Kickback Statute, and other federal and state health care regulatory laws.
New technologies, emerging business models and an increasingly mobile workforce have made cloud computing the IT option of choice for many businesses and organizations. We have represented numerous providers, corporate customers and investors on all sides of technology transactions and agreements involving cloud computing, Software as a Service (SaaS), Platform as a Service (Paas), Infrastructure as a Service (IaaS), hosted arrangements, web services and application outsourcing. We help domestic and multinational clients identify and address potential issues such as data security, protection and privacy, while determining the value of services in terms of increased revenues, reduced costs and more efficient operations. We regularly draw on our Firm’s experience in technology intellectual property, finance, corporate transactions, regulatory and compliance, and other key areas of law to negotiate transactions and develop enforceable terms of service, service level, subscription and other agreements.
Sprint Corporation in its acquisition of next generation wireless infrastructure equipment used to upgrade its nationwide wireless network
Vinli in an M2M wireless data deal with T-Mobile to provide wireless services to the Vinli OBD II device enabling vehicles to become a “connected car”
A software company in its agreement with Intel to provide wireless connection management services for Intel’s next-generation mobile chipset to be utilized in smartphones, tablet PCs, netbooks and other mobile devices
Spirit AeroSystems in SaaS cloud computing agreements and other technology transactions matters
BBVA Compass Bank in a software development transaction with Accenture
Proctor & Gamble Company in its agreements with Teva Pharmaceutical Industries to create a partnership in consumer health care
Micron Technology in the formation of IM Flash Technologies, a $5.2 billion joint venture with Intel Corporation
Finnair in a procurement process whereby Finnair purchased equipment and services to enable Wi-Fi internet across its entire fleet of aircrafts
Citrix Systems in transactional and patent litigation services ranging from server, client and network delivery of cloud-based applications and end-user experience management, and including the successful defense of Citrix in a five-patent infringement suit related to fundamental aspects of web-based conferencing involving Citrix’ Go-to-Meeting® and Go-to-Webinar® products (Pixion, Inc. v. Citrix Systems, Inc. (N.D. Cal.))
Spirit AeroSystems in SaaS cloud computing agreements and other technology matters
Numerous companies acquiring cloud-based solutions, including Microsoft, Amazon, Salesforce.com, Google, NetSuite, Rackspace, VMware and SoftLayer
HomeServices, a Berkshire Hathaway-owned mortgage loan processing company, in a cloud-based loan application platform license with Ellie MaeM
Harris Corporation in its joint venture to develop cloud computing-based medical image management solutions with Johns Hopkins Medicine