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Technology Transactions

Where tech savvy meets deal strategy.

Our tech transactions team advises businesses on the creation, licensing and sale of technology products and services, as well as clients that are evaluating, purchasing, and integrating new technologies and solutions. We’ve executed large-scale transactions for buyers and sellers, both domestically and internationally, demonstrating an aptitude to get the deal done on the most favorable terms possible, all while preserving key relationships and protecting our clients’ core business assets.

Our team has the requisite experience and technical acuity to facilitate technology-based transactions of all types and complexities, ranging from data-driven collaborations and various “as a service” agreements to the commercialization of predictive and generative AI. We provide strategic legal counsel throughout the entire lifecycle of a transaction, helping clients capture value from their innovations and enterprise technology initiatives in substantial, scalable ways.

Key Contact

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Matthew R. Schantz

Partner

Indianapolis, IN

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Nilesh (Neal) Patel

Partner

Cincinnati, OH

How We Help Clients

Core Capabilities

Our Technology Transactions team works across various business industries to help clients develop, integrate, launch, scale, and protect digital products and services. We partner closely with the Firm’s other practice groups and industry teams to deliver comprehensive solutions for clients navigating today’s technology-driven business environment.

Digital Product Development & Commercialization

Supporting clients in building and scaling technology-enabled products and services

  • SaaS, PaaS, IaaS licensing
  • Mobile app development and store compliance
  • White-label, rebranded product, and embedded technology agreements
  • Digital content and media licensing
  • Hardware and embedded tech licensing
  • E-commerce UX (user experience) and ADA review

Strategic Technology Transactions & Alliances

Structuring complex, tech-driven commercial relationships, and M&A deals

  • Joint ventures, strategic alliances, co-development
  • Tech-centric M&A and IP transfers
  • IT outsourcing, shared services
  • Vendor, supplier, and platform agreements

Data Strategy, Licensing, & Monetization

Helping clients unlock the value of data while managing associated risks

  • Data licensing, syndication, monetization
  • Usage frameworks for internal/external data
  • Clean room analysis and data collaboration
  • AI training and model data structuring

Technology Services & Operational Agreements

Advising on the contracts that power day-to-day tech operations

  • Consulting, integration, and support contracts
  • Cloud services, hosting, and SLAs
  • API access and usage agreements
  • Evaluation, beta, and proof-of-concept terms

E-Commerce Infrastructure & Consumer Experience

Helping clients launch and optimize online storefronts and digital commerce platforms

  • Platform infrastructure and online terms
  • Fulfillment, refunds, and payment integration
  • ADA and accessibility compliance
  • Subscription, auto-renewal, and loyalty programs

Artificial Intelligence & Emerging Technology

Advising on legal frameworks for next-generation tools and platforms

  • AI deployment and vendor agreements
  • Input/output data rights for AI models
  • Governance and algorithmic risk mitigation
  • Blockchain, smart contracts, IoT, and biometrics

Select Experience

We routinely advise on a wide variety of commercial transactions with technology at their core. Our relevant experience also extends to counseling on technology product integration, IP and data strategies in connection with various large and small transactions ranging from everyday licensing agreements to significant technology-focused acquisitions subject to complex regulatory requirements.

Representative matters include:
  • Negotiated numerous partnership and preferred provider agreements on behalf of clients with global software providers including Oracle, Google, Microsoft, SalesForce, SAP and others.
  • Drafted and negotiated a wide variety of agreements for U.S.-based public Voice over Internet Protocol (VoIP) company with international offices and worldwide sales, including SaaS, value-added reseller (VAR), end-user license agreement (EULA), professional services, and support agreements.
  • Developed contract structure and prepared form agreements for established national commercial products company launching its first line of IoT products, including distributor agreements, customer subscription agreements, end-user agreements, beta agreements, warranties and other terms. Company’s novel approach to subscription fees, its complicated distributor, commercial installer, commercial customer, and end-user arrangements, combined with the need to accommodate existing warranty and sales terms, required careful consideration and tailoring of agreements and of contracting process using a combination of click-wrap and shrink-wrap agreements.
  • Drafted and negotiated Tier 1, Tier 2 and manufacturer supply agreements for IoT products with suppliers in China, Cambodia, Taiwan, Hong Kong, and Mexico, including for OEM, ODM, private label and off-the-shelf products, and including NRE services provisions and other IP protections in consultation with local counsel.
  • Drafted and negotiated three-way supply agreement with major international LED Chip-on-Board manufacturer and international distributor allowing direct purchase by Tier 1 suppliers as well as by client and client affiliates.
  • Negotiated and advised clients, from start-ups to national and international companies, on a wide variety of software and technology contracts, including SaaS, VAR, EULA, vendor, supplier, and technology transfer.
  • Drafted and negotiated master customer agreements for scores of software providers offering comprehensive, modular business software solutions, including stand-alone software and SaaS products, consulting and services agreements, maintenance and support packages, data security agreements (business continuity, disaster response and data breach), data privacy agreements, service level agreements and related documentation.
  • Drafted and negotiated dozens of VAR, OEM and software distribution agreements across all industry verticals and geographies.

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