Technology and Licensing

Overview

The Technology Group of Hemenway & Barnes provides comprehensive representation to the firm's technology clients in all aspects of business law, including organization, management, development, operations, licensing and intellectual property protection. We believe in maintaining close contact and quick access at the partner level in order to provide clients with the experience and timely advice that they desire and deserve. Clients of the Technology Group vary in size from start-up enterprises to publicly held corporations. The Technology Group currently represents clients varying from Fortune 100 companies to small, development stage ventures. In each case the focus of the Technology Group is to provide clients with the highest quality legal representation while maintaining the cost effectiveness that business clients expect from their legal counsel.

Organization

The proper choice of a business entity and the development of a clear and workable structure among the individual principals are fundamental to a business's success.  Growth, management, investment and tax concerns must all be considered and properly addressed. The Technology Group advises development stage and existing enterprises on organizational matters. We provide assistance in identifying critical issues and preparing the necessary framework for future growth and success.

Finance

Financing is fundamental to the success of any technology venture. The Technology Group advises clients on the various financing alternatives available and represents them in connection with the often complex process of structuring the financing and closing once a form of financing has been selected. Forms of financing can vary from venture capital to private placements of debt or equity securities. Each client must be considered separately and each financing must be tailored to the particular client's needs and capabilities. Proper structuring for subsequent rounds of financing must be adopted. The Technology Group provides expertise and knowledge to its clients to assist them in selecting and negotiating the most advisable form of financing and the best source of funds to meet their capital and operating requirements.

Intellectual Property Protection and Licensing

Branding of corporate identities, products and services has become critical for success in a global marketplace. In addition, every business must protect its technology and intellectual work product. Protection of intellectual property can take the form of trademark, trade secret, copyright or patent. Businesses need to establish policies, agreements and government registrations to protect their intellectual property. In addition, for enterprises reliant upon Internet based technologies and for software developers and distributors that market technology, careful license planning and structural safeguards are necessities. With its experience in representing clients in all aspects of intellectual property protection, the Business Law Group assists clients in avoiding pitfalls that could cause the loss of their most valued assets.

Employment Law and Employee Benefits

The obligations, duties and liabilities of employers to their employees have increased dramatically over the past decade. Issues involving privacy, discrimination, and accommodation for those with disabilities, wrongful discharge, workers compensation, pension benefits and insurance have become a constant concern.  Recent dramatic increases in the costs of pension plans, health insurance and other employee benefits have made benefit planning extremely important. Our clients have found that the Technology Group can help them assess their existing employee benefit programs and select alternatives that will enable them to achieve their business and compensation objections in the most cost-effective manner. Providing advice and guidance to clients in structuring and implementing employment practices which meet changing economic, business and legal requirements and assisting clients in reacting to situations as they arise are vital components of the representation that the Technology Group provides to its clients.

Acquisition Planning and Implementation

Sales and acquisitions of businesses require extensive knowledge of and experience with many aspects of business law. From due diligence investigations of the assets and business of the seller, to planning for tax, accounting and securities law concerns, the Technology Group assists its clients in structuring transactions in order to establish the legal protections that are required to attain the desired business goals. The Technology Group's approach ensures that an acquisition is carefully integrated with the means of financing. We pay special attention to the material asset related issues involved in such an acquisition for a technology venture—intellectual property, including technology, trademarks, and, with the growth of the Internet, content and data.

Compensation and Equity Participation

The Technology Group provides detailed advice to clients on the structuring and implementation of compensation and equity arrangements for management and other employees. Stock options, phantom stock plans, stock appreciation rights, incentive and performance bonus plans are examples of the many alternatives used. We take care to consider and explain all the available alternatives in order to assist each client in maximizing the incentive to key employees while meeting the long-term ownership and control concerns of the owners of the business and its investors.

Partnerships, Joint Ventures and Strategic Alliances

Many clients form alliances with other enterprises in order to develop new products, reach new markets or carry out other ventures. These can involve financial alliances in which investments are made to generate new products or services or joint ventures with users, other developers or distributors. Careful attention to the management, structure and control of such ventures is critical. Tax, securities, accounting and partnership law concerns must all be addressed. With cross-industry experience in strategic joint ventures and alliances, the Technology Group helps its clients to structure these arrangements in a way to best achieve the clients' goals.

Taxation

All business enterprises must be structured and operated with careful attention to the tax consequences. The Technology Group advises its clients on the local, state, federal and international tax issues from initial organization to day to day operations and major transactions. In addition to monitoring the concerns for the business, we pay careful attention to planning for the special needs of individual owners of closely held businesses.

Real Estate

The acquisition and leasing of space and facilities are major issues for all businesses. With extensive experience in assisting clients in connection with acquiring, financing, selling and leasing real estate in New England and other parts of the country, the Technology Group provides clients with the attentive and skilled representation they need. We focus our attention not only on the financial and operations issues involved, but also help our clients to anticipate and deal with environmental issues which have become a major concern for all persons who own or lease real estate.

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