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Technology Acquisition & Licensing

Contact

Aaron M. Oser
Partner, Washington, DC
T: +1.202.663.8031
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Pillsbury’s world-renowned Global Sourcing & Technology Transactions team has advised on large-scale technology acquisition and licensing deals for over 30 years, structuring and negotiating thousands of technology-related deals for clients worldwide.

Our Global Sourcing team works closely with clients to establish viable business models and help them acquire, license and implement technologies; establish sourcing relationships; and leverage new technology platforms to streamline business operations, enhance service and improve their bottom line. We work with clients at all stages, from determining a strategy through vendor assessment and selection, contract negotiations and post-acquisition/post-integration management and dispute resolution.

Pillsbury provides comprehensive guidance and client-specific solutions to leading global companies as well as newer entities and government agencies regarding the acquisition, customization, utilization, licensing and outsourcing of applications development and maintenance, business process and information technology-related functions, and software and hardware leasing arrangements. Applying our extensive industry knowledge and legal experience, we negotiate well-structured contracts that clearly articulate performance standards and rights regarding intellectual property and appropriately allocate responsibilities. Our team members bring decades of experience as innovators and dealmakers and the insight gained through structuring some of the most significant, large-scale and novel technology acquisition, licensing and outsourcing transactions in recent history.

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Our experience includes:

  • Applications Development and Maintenance
  • Packaged Application Implementation
    • Pillsbury has advised on some of the largest-ever packaged application implementations, involving SAP and Oracle ERP systems, core-banking platforms, and manufacturing and commodities sector implementations. Our experience includes structuring and negotiating licensing, implementation and customization transactions. We advise clients on all contractual components throughout the project life cycle, including macro and micro design (e.g., requirements development through blueprinting), development, testing and localization.
  • Software Licensing and SaaS Agreements
    • Pillsbury advises U.S. and multinational companies—both buyers and service providers—on software licensing and SaaS service contracts for a wide range of packaged software and enterprise products and software systems, including Master License Agreements, Master Terms, end-user licenses, maintenance and support terms, and system implementation.
  • Hardware Acquisition and Leasing
    • We advise clients buying or leasing hardware on the procurement of standard equipment under supplier forms and the development of customized procurement transactions for one-off hardware procurements.
  • IT Outsourcing
  • IT Services and Systems Integration
  • Technology Procurement, Supply and Distribution
    • We are experienced in advising and assisting both buyers and service providers, enabling us to understand both licensee and licensor perspectives. Our lawyers have counseled clients on commercial strategies, routinely perform pricing analyses and negotiate country-specific terms for multinational licensing regimes.
  • U.S. On-Shore and Off-Shore Outsourcing Arrangements
  • Cloud Computing

Representative Experience

  • Advising Upland Software in connection with numerous M&A transactions involving SaaS companies.
  • Providing general advice to Bazaarvoice on SaaS business issues, including strategic partnerships.
  • Represented Onit Inc. in its $200 million investment from K1 Investment Management.

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  • Assisted Builder Homesite, Inc. on a provision of SaaS solutions to new home builders.
  • Provided SitePro, Inc. with advice on strategic issues related to its cloud-based oilfield services software suite.
  • Negotiated nine-year, roughly $100 million master services agreement for a client’s insurance company with a consultancy services company to take over certain IT functions previously managed by our client.
  • Assisted public utility client on four ITOs and BPOs involving the transition and support of a new ERP system, RFP preparation, supplier solutions, proposal evaluation, BAFO preparation and contract package negotiation.
  • Provided advice and handled negotiations for a world-leading educational institution regarding a series of strategic transactions with IBM involving Watson, smart campuses and IT outsourcings.
  • Packaged Application Implementation
    • Represented private nonprofit educational testing and assessment organization in the negotiation of a payroll outsourcing agreement for the support of all of the client’s employees and subcontractors (around 8,000 persons).
  • Software Licensing and SaaS Agreements
    • Represented leading health insurance company in connection with negotiating a Software as a Service (SaaS) contract with service provider MobileHealth that allows customers to access their health care information and connect with physicians and health care providers over their mobile devices.
    • Advised western state on IT outsourcing a core ERP system on a shared infrastructure, and the potential outsourcing of systems development, implementation and maintenance for camera systems.
    • Advised diversified international manufacturing company on the negotiation of several master agreements against various Tier 1 providers as part of a large, multi-supplier enterprise computing initiative.
  • Hardware Acquisition and Leasing
    • Advised major financial institution in connection with the restructuring of the client’s enterprise license and support agreement for hardware and software with IBM.
    • Advised global leader in the beverage industry in the evaluation and negotiation of a global procurement outsourcing transaction involving more than a billion dollars of annual expenditure.

Practice Area Highlights

  • Chambers UK and Chambers USA repeatedly recognize Pillsbury’s Outsourcing, Information Technology as among the best globally, and The Legal 500 named Pillsbury as a leader in sourcing.
  • International Association of Outsourcing Professionals has selected Pillsbury as among the “World’s Best Outsourcing Advisors.”
  • Recipient of the European Outsourcing Association’s award for the Best MultiSourcing Project of the Year for a project that streamlined a client’s global supplier base from 300 to three.

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  • Touted for having “strategy and structure that really facilitates transactions in this space ... and the capacity and resources to deliver on complex transactions” in Chambers USA client quote.

Resources

Tool Kit

Pillsbury Global Sourcing’s ToolBox makes common calculations related to IT and BPO outsourcing agreements including Availability, Downtime, COLA and Service Level Credits.

Brochure

Global Sourcing

Blog

News and Analysis of Outsourcing, Insourcing and Beyond

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