Business Technology

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Baker Donelson maintains a multi-disciplinary group of lawyers to assist clients with the wide-ranging issues of business technology law. With more than 150 years of cumulative experience within the Business Technology Group, Baker Donelson draws upon all types of business transactions involving the purchase, sale and licensing of technology products and services.

One of our key strengths lies in our experience with both vendors and purchasers of technology, products and services. We understand the business drivers on both sides of a technology purchase or sale transaction and will use this knowledge to achieve the most favorable result for our clients.

Baker Donelson has assisted in educating thousands of its clients' employees in relevant aspects of business technology law. In addition to providing continuing education materials and extranet resources, we have created forms and manuals for legal staff and procurement executives. Baker Donelson attorneys also routinely act in a mentoring capacity to their clients' junior in-house legal and procurement staffs, which help those clients maximize their in-house capabilities to reduce the need for outside legal services for routine/repetitive business technology matters.

Representative Experience

  • Corporate/IT Procurement
  • Information Privacy and Security Management
  • Outsourcing and Offshoring
  • Emerging Companies
  • eHealth/HealthIT
  • Patent and technology licenses
  • Intellectual property and technology acquisitions and divestments
  • Joint ventures and strategic alliances
  • Collaboration agreements
  • Development, manufacturing and commercialization agreements
  • Distribution, supply and OEM agreements
  • Software licensing
  • Internet law/E-Commerce
  • Network agreements, including telecom, voice, data and related technologies
  • Consulting agreements, including project management and labor related services
  • Subscription service agreements (ASP/Software as a Service)

Special Recognition in Technology Area

Our Business Technology Group is recognized by academics, trade and professional directory authorities as having expertise in intellectual property and technology law. Our attorneys have been listed in Best Lawyers in America® since 2006 for the categories of Information Technology and Technology. They are often invited to develop continuing legal education programs on business technology transactions and to act as officers/directors of international consortia dealing with new issues created by the evolving digital environment. The Firm's attorneys have been at the forefront of the IT evolution, representing the first "IBM-PC clone" manufacturer in the United States in the 1980s and creating the first digital rights licensing system in the 1990s.

Examples of recognition of Baker Donelson experience within this practice area:

  • Senior attorneys within Baker Donelson's Business Technology Group took leadership responsibility for production of the ABA's Model Website, which provides forms and accompanying commentary for transactions involving the sale of goods, services and software via the Web.
  • A major legal publisher selected a lead attorney from the Baker Donelson Business Technology Group to author its seminal publication in information technology. The work is the template for the publisher's "Technology Transactions and Intellectual Property – Forms and Practice Manual" series.
  • Baker Donelson attorneys regularly teach technology law issues as adjunct professors or guest speakers at Vanderbilt Law School and The University of Tennessee College of Law and speak at seminars nationally on technology law issues.
  • One of Baker Donelson's attorneys has been the chair of the Business and Technology Law Program for the Tennessee Bar Association for the last 10 years.
  • Baker Donelson's attorneys are involved in training members of the judiciary in technology law issues.
  • Senior attorneys within Baker Donelson's Business Technology Group have been selected by Thomson Reuters publishers to author texts on Application Service Provider/Software as a Service Agreements and Patent Licensing Agreements.

The Firm currently serves the ever-expanding business technology needs of large corporate clients such as Cisco Systems, The Hartford Financial Services (IT and Procurement Department), Hilton Hotels, Hunter Fan, King Pharmaceuticals.

Representative Matters and Experience

  • Retained as "preferred vendor" to the technology law unit of a Fortune 100 financial services company to provide assistance in negotiating technology (and other) procurement transactions and create template contract forms (with instruction manuals) for technology procurement transactions.
  • Represented one of the largest Internet hardware and technology service providers in the world in revising and standardizing its worldwide technology services agreements and development of “playbooks” for contract negotiations.
  • Regularly work with corporate clients to develop template documents for vendors and purchasers such as Master Agreements, Services Agreements, Equipment Agreements, License Agreements, Software Development Agreements, Maintenance Agreements and Outsourcing Agreements.
  • Represented Fortune 50 company in negotiating a license of software for the secure transfer of files among all of its worldwide locations.
  • Represented largest Internet hardware and services provider in selling Voice Over IP and related hardware, software, and services to Fortune 50 company and in selling Internet hardware, routers, and switchers to various Fortune 200 companies.
  • Developed strategy and drafted electronic contracts for ISP company to govern all online services.
  • Designed and implemented information privacy and security compliance program for Fortune 100 company. Program encompassed all of the company’s worldwide (more than 30) offices and addressed the European Union Data Protection Act as well as the laws and regulation of several other countries.
  • Created document retention program and policy for international electronic parts distributor.
  • Prepared Gramm-Leach-Bliley policies and procedures for Fortune 500 company.
  • Developed appropriate service level agreements for mission critical service provider in financial industry.
  • Represented regional hospital in outsourcing of entire IT department, including transitioning of employees.
  • Revised large pharmaceutical company's Employee Information Technology Practices and presented seminars for all company locations and sales force.
  • Represented software development company in software transaction with national entertainment lighting company.
  • Acted as outside general counsel to IT development and managed services outsourcing companies.
  • Represented Internet company in negotiating and documenting more than 100 strategic alliance, image marketing, distribution, licensing, service, technology, non-disclosure, product purchase, architecture program and other agreements with "best in class" customers and service providers.
  • Represented a large Internet computer reseller and refurbisher in preparing terms and conditions of sale agreements, privacy statements and hyperlinking agreements.
  • Documented the transfer of ownership of computer files and assignment agreements for a large telecommunications software/hardware corporation.