What is Technology Transactions Law?

Use these links to jump to different sections:

• Technology Transactions: A Broad Legal Area Focused by Client Needs
• Who Are the Clients in Technology Transactions?
• What Laws are Applicable in Technology Transactions?
• Litigation versus Transactions: “We’re Not the Pre-Litigation Department”
• Finding an Experienced Technology Transactions Team

From smartphones to artificial intelligence, streaming to the Internet of things, GPS to blockchain—technology is integral to daily life in our digital age and constantly evolves.

To remain competitive, companies in the technology industry and beyond constantly adapt their business strategies to leverage new technologies. At the same time, governments craft new laws and policies to regulate their use and impact. Against this backdrop of greater technological reliance and change, technology transactions has become a highly relevant legal practice area for businesses across a range of industries.

“[Advancements in technology and law] are challenging to keep up with,” says Michael Oliver, a technology transactions attorney with Oliver & Grimsley in Towson, Maryland. “It changes, maybe not daily, but monthly. It seems like every time I turn around, another state is enacting a privacy law or changing the one they already have. It’s a very dynamic area of the law, and we help clients stay up to date.”

This article briefly introduces technology transactions, including some of the leading legal issues in this area of law and how technology transaction lawyers assist clients with their technology needs.

Technology Transactions: A Broad Legal Area Focused by Client Needs

“A technology transaction is a business transaction between two or more parties that involves the development, manufacturing, sale, license, and/or use of technology in some form,” says GrayRobinson Shareholder and Technology Transaction Team Leader Kevin Levy, who is based in Miami, Florida, and has advised companies on business, corporate, and technology matters at all stages of growth for more than 25 years.

“The uniqueness of technology transactions is understanding how technology is developed, manufactured, and shared, as well as the market terms for the protection of the parties’ rights. It is also important to understand the data privacy concerns related to such transactions” says Levy.

Oliver adds that “‘technology transactions’ is a catch-all term encompassing a pretty broad spectrum of legal issues,” including:

• Data privacy and cybersecurity;
• Intellectual property rights;
• Structuring merger & acquisition deals;
• Software licensing agreements and development agreements;
• Outsourcing, cloud computing, and Software-as-a-Service (SaaS);
• E-commerce and financial technology (FinTech); and
• First Amendment issues.

He says that technology transactions can involve many legal issues in the abstract. But practically speaking, the specific issues a lawyer handles are driven by client needs.

A technology transaction is a business transaction between two or more parties that involves the development, manufacturing, sale, license, and/or use of technology in some form… Preparing and negotiating documents for technology transactions involves a deep understanding of numerous laws, rules, and regulations across a range of jurisdictions.

Who Are the Clients in Technology Transactions?

Technology transactions attorneys help clients with legal needs involving technology and regulatory compliance.

Of course, many industries use technology as a critical component of their business, so there are many potential types of clients in the technology transactions field, including but not limited to the following:

• Telecommunications and information technology companies;
• Software developers;
• Digital media, publishing, social media, and entertainment companies;
• Healthcare, pharmaceutical, and medical device manufacturers;
• Biotechnology and life science industries;
• Transportation and automotive industries;
• Financial services and banking;
• Energy and natural resources;
• Universities and research institutions; and
• Consumer products and retail.

What Laws are Applicable in Technology Transactions?

“Preparing and negotiating documents for technology transactions involves a deep understanding of numerous laws, rules, and regulations across a range of jurisdictions,” says Levy, including:

• State laws relating to warranties and statutes of limitations, as well as data privacy in some states, such as California, Virginia, and Utah, and data breach statutes in all states.
• Federal laws governing deceptive and unfair trade practices, as well as data privacy for the healthcare and financial institution industries.
• International laws governing data privacy, such as the European Union’s General Data Protection Regulation (GDPR), as well as regulations such as the United Nations Conventions on Contracts for the International Sale of Goods.

“Many different laws can apply in data transactions. It depends on the nature of the transaction, technology involved, and applicable jurisdiction(s),” he says.

I work with clients and keep them out of court. That’s my number one goal: to make sure they’ve assessed their risks correctly, including the size of the risk, the insurability of the risk, and whether they can deflect risk to an insurance carrier or through a contract. I work with them to minimize the risk from a legal perspective.

Litigation versus Transactions: “We’re Not the Pre-Litigation Department”

Levy and Oliver practiced litigation early in their legal careers, then moved away from it to transactional work. They made the switch for a similar reason: transactional work is better for clients.

Whereas litigation is backward-looking and tries to address problems that arose in the past, transactional work is forward-looking. It aims to prevent legal problems from arising in the first place.

“I got out of litigation over 20 years ago,” says Oliver. “What I do now is try to work with clients and keep them out of court. That’s my number one goal: to make sure they’ve assessed their risks correctly, including the size of the risk, the insurability of the risk, and whether they can deflect risk to an insurance carrier or through a contract. I work with them to minimize the risk from a legal perspective.”

Levy’s experience is similar: “One thing I have learned about litigation is that it’s not productive for either party. It costs a lot of time, money, and effort that can be better spent on developing a client’s business.”

As a result, Levy and the Technology Transaction Team “view their role as adding clarity to a transaction rather than as the pre-litigation department. We want the transaction to be as productive for our client as it can be, and in the interest of our client, that often means the documents are mutually beneficial.”

Finding an Experienced Technology Transactions Team

Rooted in basic legal principles of contract law, technology transactions is a complex and constantly evolving legal field. It encompasses relatively straightforward business transactions to the most cutting-edge developments in law and technology.

If your business is engaged in or looking to expand into business transactions involving technology, software, or technology licensing, or you are concerned about compliance with data privacy laws, consult an experienced technology transactions attorney in your area.

You can easily begin your search for qualified attorneys by perusing the Super Lawyers’ technology transactions directory. From there, you can research attorneys’ legal practice and experience and what others say about them to find the best lawyer for your legal needs.

Learn more about finding a qualified technology transactions attorney.