Technology Transactions

We draft and negotiate information technology agreements. These include software licenses, SaaS and cloud computing agreements, domestic and foreign outsourcing contracts, IT distribution agreements (VAR, OEM), joint development agreements, data “licenses,” and IT professional services contracts, as well as sales of hardware, semiconductors, and semiconductor IP cores.

We also advise clients on the issues created by open source software licenses, particularly copyleft licenses. We have particular expertise crafting programs to determine appropriate use of copyleft software, avoid inappropriate use, and segregate viral-licensed software from other applications.

Internet & E-Commerce

We handle legal issues specific to e-commerce and the business of the Internet. These include data security, online trademark and copyright issues (fair use, etc.), and spam law. We negotiate and draft e-commerce contracts, including Internet collocation and hosting agreements, ISP terms of service, online service level agreements (SLA’s), acceptable use policies (AUP’s), and link-exchange agreements.

Trade Secrets & Other IP Advice

We advise clients on a wide variety of intellectual property issues. We have particular experience in setting up trade secrets programs – ensuring protection of secret sauces, R&D, business plans, and other sensitive information. We also help protect and maintain portfolios of other IP assets, including brands, designs, and new technologies.


We advise on compliance with privacy laws and regulations. Our work includes HIPAA advice and business associate agreements (BAA’s), GLBA advice for financial institutions and their vendors, and crafting of employee-facing and customer-facing privacy policies, as well as advice about the other privacy issues that arise in commercial contracts. Our clients include cloud computing companies hosting third party data, including data from Europe and abroad.

Big Data

We draft and negotiate licenses and other contracts related to big data. And we advise on rights and responsibilities related to data analytics and data “ownership,” including privacy, data security, copyrights, trade secrets, and anonymization.

Social Media

We help social media vendors create contracts and policies for management of their customers and users. And we help customers understand social media rules and laws and make effective use of them for advertising and promotions.

In addition, we draft and negotiate marketing agreements and professional services contracts related to online marketing and exploitation of social media.


Our founder, David Tollen, provides training on drafting and negotiating technology contracts. His programs are for contract managers, procurement officers, and other businesspeople, as well as for lawyers — for CLE credit.

David offers those services through his separate company, Tech Contracts Academy, LLC. Please visit that company’s page on training to learn more.

Expert Witness

Our founder, David Tollen serves as an expert witness and consultant in litigation related to software licenses and other information technology contracts and relationships. He addresses industry custom and practice surrounding software-as-a-service (SaaS) agreements, other cloud computing transactions, software licenses, IT professional services, e-commerce, data security, and other topics.

David offers these services through his separate company, Tech Contracts Academy, LLC. Please visit that company’s expert witness page to learn more.