Technology Transactions

Gibson Dunn’s Technology Transactions Practice represents clients in connection with complex and strategic technology, intellectual property and data-driven transactions, and plays a key role in providing IP-related support on M&A, investment, financing and related transactions involving businesses that heavily rely on intellectual property.

Our lawyers frequently assist clients in the development, acquisition, licensing and commercialization of technology, data and intellectual property, and advise our clients regarding the protection of their technology, data and intellectual property and associated IP-related issues relating to ownership and use of intellectual property that arise in connection with the operation of their businesses.  Our role in these transactions ranges from full-service support with all aspects of structuring, negotiating, documenting and implementing such transactions to advice on discrete technology, data usage and intellectual property issues.

Our clients include established and emerging companies across the entire spectrum of industries and technologies, including software, computer hardware, semiconductor, telecommunications, e-commerce, artificial intelligence, digital and social media, fintech and life sciences.  We have substantial experience representing leading technology companies in cross-border transactions, including joint ventures involving domestic and foreign joint venture partners.  Our practitioners have been recognized with a number of awards and honors in the field, including from Chambers, the Legal500, Law Dragon and the Daily Journal, and have decades of experience assisting clients achieve their strategic objectives with respect to the protection, development and commercialization of intellectual property and data.

Our areas of focus include:

Software Licensing and Development.  Our lawyers represent software developers, distributors and customers in the negotiation and preparation of software licenses, software development agreements, software distribution arrangements and end-user license agreements.  We also regularly counsel clients on licensing and policy matters related to open source software and open source standards, including providing guidance on related licensing and business models, development policies, audit procedures and risk mitigation strategies.

Patent Licensing and Acquisition.   We represent clients in the negotiation of complex patent licenses, including cross-licenses, patent litigation settlement agreements, licensing of standards-essential patents, license agreements with universities and research institutions and patent pool arrangements.  We also assist clients with patent portfolio acquisitions and related due diligence.

Cloud-Based Services.   We advise both providers and customers of cloud-based services in a variety of contexts, including negotiating and structuring subscription agreements, terms of service and service level agreements, software-as-a-service (SaaS) arrangements and other cloud-based services.  We regularly counsel both providers and customers regarding the procurement and deployment of cross-border cloud computing infrastructures, which implicate telecommunications, data privacy and security, and intellectual property laws of various jurisdictions around the world.

Digital Media/Content.  Gibson Dunn’s Technology Transactions Practice represents clients in the acquisition, licensing and commercialization of digital media and content, including mobile applications, video games, music recordings, motion pictures, television programming and other digital content that is streamed or distributed over the Internet.

Data Acquisition and Transfer.  We represent clients in cutting-edge data-driven transactions involving artificial intelligence business models and the transfer, sharing, licensing, mining, scraping and analysis of a wide variety of data and information across platforms and devices, which we structure in view of rapidly changing federal, state and non-U.S. data privacy and security laws and standards.  These transactions often involve the disposition of personally identifying information, protected health information, personally sensitive data, credit card data and related financial information, data for export and data controlled by the International Traffic in Arms Regulation.

Life Sciences.  We regularly represent life sciences clients in a wide variety of domestic and cross-border transactions involving the licensing, acquisition and development of intellectual property.  These matters include research and development agreements, drug discovery collaboration agreements and joint venture agreements relating to pharmaceutical, biotechnology and medical device products.  We counsel clients as well on agreements concerning the manufacturing and supply of pharmaceutical, biotechnology and medical device products, clinical trials, and material transfer and distribution of pharmaceutical, biotechnology and medical device products.

E-Commerce/Online Businesses.  Our practice has substantial experience structuring and negotiating agreements relating to e-commerce, website development, hosting and platforms, content licenses and website co-branding, as well as in addressing the range of legal issues faced by online businesses.

Commercial Transactions Involving Technology/Services Procurement.  We represent clients on a wide range of commercial transactions involving the procurement of technology infrastructure and services, including contract manufacturing agreements, services, supply and distribution arrangements, and VAR and OEM arrangements.  The clients that we regularly represent in such transactions include a number of the world’s leading hardware, semiconductor, telecommunications, and software vendors and distributors.

Trademark Acquisition, Licensing and Prosecution.  Our lawyers assist clients with the negotiation of trademark licenses, concurrent use and co-existence agreements, brand licensing agreements and agreements involving the acquisition and monetization of valuable brands.  We also routinely advise on the trademark selection and clearance process, prosecution of trademarks before the U.S. Patent and Trademark Office and maintenance of clients’ global trademark portfolios.

In addition to representing clients in transactions relating to the commercialization of technology, data and intellectual property, our attorneys work closely with the firm’s Mergers & Acquisitions, Capital Markets, Strategic Sourcing and Commercial Transactions, Life Sciences and Global Finance Practices to guide clients on the IP aspects of M&A, investment, outsourcing and financing transactions, including IP due diligence, negotiation of key IP representations, warranties, covenants and indemnities, counseling regarding IP-related risks and mitigation strategies and the structuring and negotiation of ancillary licensing and transition services agreements.  We also work closely with the firm’s Privacy, Cybersecurity and Consumer Protection Practice on data privacy issues arising in connection with the transactions on which we work.