Technology & IP Transactions
Frost Brown Todd’s lawyers have extensive experience representing both licensors and licensees in complex technology and IP transactions. We prepare and negotiate licensing, joint venture, development, professional services, consulting, master services, maintenance and support, reseller, manufacturing, software as a service (SaaS), content, outsourcing, collaboration, merchandising, IP purchase, supply, and sales agreements. We have experience with technology and IP transactions involving cross-border transfers of personal data, especially transfers between the United States and Europe, Canada, and Latin America.
Our team consists of a broad cross-section of attorneys—all with a passion for innovation and historic success helping clients launch cutting-edge products and undertake new enterprise technology initiatives. We offer a full slate of services to both technology companies and companies with technology and IP needs. We help clients license, commercialize and protect their IP assets, pursue effective and legally sound go-to-market strategies and successfully navigate a broad range of routine and highly specialized regulatory and transactional matters.
With former engineers and technology professionals on our team, there is no learning curve. We understand the innovation needed to compete in today’s business and consumer marketplaces. We have the technical sophistication to tackle complex issues and help clients prepare to meet the challenges they will likely face as their businesses evolve.
Service Area Contact
- Artificial Intelligence
- Copyright and Content Protection
- Database and Database Agreements
- Digital Media and Entertainment
- Internet of Things (IoT)
- IT Procurement and Outsourcing
- Privacy and Data Security
- Trademark and Brand Protection
- Vendor Risk Management
- Drafted and negotiated a wide variety of agreements for U.S.-based public Voice over Internet Protocol (VoIP) company with international offices and worldwide sales, including SaaS, value-added reseller (VAR), end-user license agreement (EULA), professional services, and support agreements.
- Developed contract structure and prepared form agreements for established national commercial products company launching its first line of IoT products, including distributor agreements, customer subscription agreements, end-user agreements, beta agreements, warranties and other terms. Company’s novel approach to subscription fees, its complicated distributor, commercial installer, commercial customer, and end-user arrangements, combined with the need to accommodate existing warranty and sales terms, required careful consideration and tailoring of agreements and of contracting process using a combination of click-wrap and shrink-wrap agreements.
- Drafted and negotiated Tier 1, Tier 2 and manufacturer supply agreements for IoT products with suppliers in China, Cambodia, Taiwan, Hong Kong, and Mexico, including for OEM, ODM, private label and off-the-shelf products, and including NRE services provisions and other IP protections in consultation with local counsel.
- Drafted and negotiated three-way supply agreement with major international LED Chip-on-Board manufacturer and international distributor allowing direct purchase by Tier 1 suppliers as well as by client and client affiliates.
- Negotiated and advised clients, from start-ups to national and international companies, on a wide variety of software and technology contracts, including SaaS, VAR, EULA, vendor, supplier, and technology transfer.
- Drafted and negotiated master customer agreements for scores of software providers offering comprehensive, modular business software solutions, including stand-alone software and SaaS products, consulting and services agreements, maintenance and support packages, data security agreements (business continuity, disaster response and data breach), data privacy agreements, service level agreements and related documentation.
- Drafted and negotiated dozens of VAR, OEM and software distribution agreements across all industry verticals and geographies.
- Negotiated numerous partnership and preferred provider agreements on behalf of clients with global software providers including Lawson Software, SalesForce, SAP and others.