Information Technology and Transactions

Overview

In addition to their own research and development capabilities, successful businesses today increasingly harness the technology and intellectual capital of other companies, as well as ideas residing in the public domain. The use of these resources through outsourcing, mergers, joint ventures, joint development agreements, and acquisitions can increase an organization’s reach and speed while lowering costs—but it poses significant risk as well.

At BakerHostetler, the lawyers in our Information Technology and Transactions team help clients across all sectors of the economy make money by leveraging their intellectual property and technology and lowering costs by tapping into resources worldwide. Our team’s experience spans a wide range of industries, including financial services, healthcare, insurance, manufacturing, management consulting/professional services, and computer technology.

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Licensing and Transactions
  • Our team handles both complex and routine matters related to the development, use, licensing, and transfer of information technologies. We draft and negotiate substantial software license and development agreements, representing both licensors and licensees.
  • We routinely draft and negotiate cloud computing and SaaS agreements, with a particular focus on issues that are uniquely critical in this context, including availability and backup of data, disaster recovery plans, service levels, data security and confidentiality concerns, and issues relating to access, use, and storage of personally identifiable information.
  • We work with clients on the structuring and negotiation of third party service agreements, such as hosting agreements, colocation agreements, hardware and software support, and maintenance agreements, that are needed to run a company’s IT infrastructure. With experience working with Fortune 500 companies and start-ups, we regularly counsel clients on how to address, manage, and overcome risks associated with implementation and integration of new systems and services, including issues relating to transition of services, acceptance testing, system configuration, service level agreements, and termination assistance.
  • We have handled “out-licensing” technology deals for non-manufacturing patent holders, such as universities. When appropriate, our attorneys counsel clients on exploiting technology through the formation of spin-off entities—complex arrangements requiring a depth of experience that few have mastered.
  • Our lawyers' technical backgrounds give them insight into the pitfalls of intellectual property transactions and how to avoid them. Because we also have the perspective of scientists and engineers, we understand the technology and often recognize meaningful legal issues that other attorneys might not see.
Outsourcing
  • Our team is well versed in analyzing, structuring, negotiating, and completing a wide variety of outsourcing transactions, such as information technology outsourcing (ITO), business process outsourcing (BPO), and software application development and management.
  • We guide clients through all phases of the transaction, including identifying onshore, near-shore, and offshore options, analyzing marketplace conditions and situational risks, drafting RFPs and reviewing responses, vendor selection, and negotiation of contracts.
  • We work seamlessly with lawyers in our employment and labor, privacy, regulatory, and tax practices, as well as other areas because outsourcing transactions regularly raise issues spanning distinct legal disciplines. Our team also coordinates with attorneys and agents around the world to efficiently and seamlessly execute our clients' business strategies.
  • A number of our team members have experience dealing with India and its laws. Because a majority of the offshore outsourcing work is still being performed in India, this background provides unique value to our clients in understanding unstated cultural assumptions, avoiding miscommunications in negotiations, and helping clients bridge cross-border differences in business and social culture, language, geopolitical risk, logistical infrastructure, and dispute resolution processes in India.
Due Diligence
  • Mergers and acquisitions require painstaking work by professionals with the skills and experience to determine which party holds ongoing ownership of patents, trademarks, and copyright protection. We regularly work with our firm's mergers and acquisitions lawyers on major equity and debt offerings, mergers and acquisitions transactions, and assist clients in evaluating intellectual property and IT issues.
Open Source
  • We assist our clients in developing open source policies and strategies, and we routinely provide clients with open source software analyses to assess clients’ own software assets and the assets of potential acquisition targets.
E-commerce
  • We counsel clients to help build and protect their online businesses, including assisting with domain name registrations, content and technology acquisition, drafting and negotiating website development agreements, hosting agreements, and establishment and maintenance of website policies.

Select Experience

  • Represented an integrated managed care consortium in international IT outsourcing matters, including IT staff augmentation services.
  • Assisted the client with the drafting of its form Master Services Agreement (MSA). We carefully reviewed the new privacy laws instituted by India to ensure we had a firm understanding of the practicality and implications of such laws as they apply to our client’s existing relationships with the vendors and the negotiation of the MSA. Based on the three year initial term of each agreement, the total value of the contracts with four different vendors is approximately $700 million.
  • Represented a U.S. professional services firm in managing technology agreements of all scopes and sizes, including licensing deals, web content agreements, website terms, linking agreements and policies, software as a service (SaaS), and other hosting arrangements.
  • Represent mattress sales company that operates across the East Coast in handling all technology and telecoms deals and agreements, including providing counseling, negotiation, drafting, and due diligence services with regard to mergers and acquisitions; licenses; website terms, linking agreements and policies; joint development, contractor, supply, employment and escrow agreements; transfers; assignments; distribution agreements; appearance and location agreements; appearance releases; and other IP and IT transactions involving businesses.
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Professionals

Name Title Office Email
Partner Washington, D.C.
Partner Atlanta
Partner Philadelphia
Of Counsel Atlanta
Partner Seattle
Partner Atlanta
Associate Atlanta
Partner Philadelphia
Partner Washington, D.C.
Partner Los Angeles
Counsel New York
Associate Houston
Partner Philadelphia
Partner New York
Partner Washington, D.C.
Partner New York
Partner Philadelphia
Partner Philadelphia
Partner Cleveland
Technical Advisor Seattle
Associate Atlanta
Partner Washington, D.C.

Experience

  • Represented an integrated managed care consortium in international IT outsourcing matters, including IT staff augmentation services.
  • Assisted the client with the drafting of its form Master Services Agreement (MSA). We carefully reviewed the new privacy laws instituted by India to ensure we had a firm understanding of the practicality and implications of such laws as they apply to our client’s existing relationships with the vendors and the negotiation of the MSA. Based on the three year initial term of each agreement, the total value of the contracts with four different vendors is approximately $700 million.
  • Represented a U.S. professional services firm in managing technology agreements of all scopes and sizes, including licensing deals, web content agreements, website terms, linking agreements and policies, software as a service (SaaS), and other hosting arrangements.
  • Represent mattress sales company that operates across the East Coast in handling all technology and telecoms deals and agreements, including providing counseling, negotiation, drafting, and due diligence services with regard to mergers and acquisitions; licenses; website terms, linking agreements and policies; joint development, contractor, supply, employment and escrow agreements; transfers; assignments; distribution agreements; appearance and location agreements; appearance releases; and other IP and IT transactions involving businesses.
  • Represented one of the largest blood centers in the outsourcing of its IT department, including application development and staff.
  • Represented a major New York hospital in the outsourcing of its data center and application development.
  • Represented a major manufacturing company with the drafting and negotiation of a MSA relating to both BPO and ITO services. The agreement advances the company's value creation strategy and is a key element in the company’s efforts to significantly improve business process efficiencies and reach cumulative operational cost savings of $70 million through 2014.
  • Represented an insurance company with the review of their RFP; selection of a vendor; and drafting and negotiation of MSA for application development and maintenance. This was a highly confidential and sensitive project for the client and involved rebadging issues. Based on a five year initial term of this agreement, the total value of this contract is approximately $100 million.
  • Represented an apparel company with the launch of its e-commerce website.

Recognition

  • BTI Client Service 30: BakerHostetler advanced 19 positions to #9 (2016)
  • U.S. News - Best Lawyers "Best Law Firms" (2017)
    • Information Technology Law
      • National Tier 2
      • Metro New York, Tier 1
    • Technology Law
      • National Tier 1
      • Metro New York, Tier 1

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