Washington, D.C. – U.S. News & World Report and Best Lawyers, for the 11th consecutive year, collaboratively announce the release of the “Best Law Firms” rankings. The Kim & Lahey Law Firm has been recognized for this honor three times since it was founded in 2018.
By Hunter Freeman – Buying and selling enterprise application software (EAS) can be especially tricky and the consequences of getting it wrong can be colossal. Whether you’re a developer or business owner, it’s likely you will find yourself negotiating a contract involving the use, sale, or license of software. These considerations help protect the rights and interests of both parties and ensure a smooth transaction. Here are some key legal aspects to consider:
- Intellectual Property Rights: Software is typically protected by intellectual property laws, such as copyright and sometimes patents. It is important to establish who owns the intellectual property rights to the software being bought or sold. Sellers should ensure they have the necessary rights to sell the software, while buyers should confirm that they are acquiring the appropriate licenses or ownership rights.
- Licensing Agreements: Software is often licensed rather than sold outright. The license agreement outlines the terms and conditions under which the software can be used. Both parties should carefully review the license agreement to understand the permitted uses, restrictions, and any additional obligations or fees. The agreement should be clear on whether the license is perpetual or time-limited, and any renewal or termination provisions.
- Compliance with Laws and Regulations: Software must comply with applicable laws and regulations, such as data protection and privacy laws. Sellers should ensure that their software meets legal requirements and regulations in the jurisdictions where it will be used. Buyers should verify that the software being purchased complies with relevant laws to avoid potential legal and regulatory issues. If the software involves the collection, processing, or storage of personal data, clear provisions should be included in the purchase agreement regarding data protection obligations, consent requirements, data security measures, and any data transfer restrictions.
- Warranties and Limitations of Liability: Sellers often provide warranties regarding the quality, performance, and functionality of the software. The terms and extent of these warranties should be clearly stated in the purchase agreement. Sellers may also include limitations on liability to protect themselves from certain damages or losses. Buyers should review and negotiate these provisions to ensure they are adequately protected.
- Open Source Software: Open source software has its own set of legal considerations. It is crucial to understand the terms of the open-source licenses that govern the software and any potential obligations or restrictions that come with using or distributing open-source components. Buyers and sellers should ensure compliance with open-source license requirements and understand the implications for their proprietary software.
Data Protection and Privacy: Software may involve the collection, processing, or storage of personal data. Both buyers and sellers should consider data protection and privacy laws that apply to the software and ensure compliance with those laws. Clear provisions should be included in the purchase agreement regarding data protection obligations, consent requirements, data security measures, and any data transfer restrictions.
Dispute Resolution and Governing Law: Purchase agreements should often include provisions for resolving disputes between the buyer and seller, including alternative dispute resolution methods like mediation, or arbitration and forum selection clauses dictating where the dispute will be resolved. A choice of governing law provision can help avoid inconsistent interpretations of the agreement. Both parties should carefully consider these provisions to ensure a fair and effective resolution process.
It is highly recommended to consult with legal professionals experienced in software transactions to ensure all legal considerations are appropriately addressed and the interests of both parties are protected. And if your company routinely sells or licenses software, it is a good idea to consult an attorney to ensure that your legal strategy for that software will advance your business goals. Whether that consultation is to determine how best to protect your software or to prepare a stock agreement that the company uses when negotiating transactions involving its software, a law firm with technical know-how, business acumen, and a client-centric approach can be an asset.
Firms included in the 2021 Edition of U.S. News – Best Lawyers “Best Law Firms” are recognized for professional excellence with consistently impressive ratings from clients and peers. To be eligible for a ranking, a ﬁrm must ﬁrst have a lawyer recognized in The Best Lawyers in America©, which recognizes the top 5% of private practicing lawyers in the United States. Achieving a tiered ranking signals a unique combination of quality law practice and breadth of legal expertise.
Since it was first published in 1983, Best Lawyers® has become universally regarded as the definitive guide to legal excellence. Best Lawyers lists are compiled based on an exhaustive peer-review evaluation. Almost 108,000 industry leading lawyers are eligible to vote (from around the world), and they have received over 13 million evaluations on the legal abilities of other lawyers based on their specific practice areas around the world. For the 2021 Edition of The Best Lawyers in America©, 9.4 million votes were analyzed, which resulted in more than 67,000 leading lawyers being included in the new edition. Lawyers are not required or allowed to pay a fee to be listed; therefore inclusion in Best Lawyers is considered a singular honor.
The pandemic has forced many changes in the business world, from closings and layoffs for some, to successful pivots for others. One surprising outcome is the surge of new startups in America, which had increased by almost 50% for the year by October.
To celebrate this renaissance, i4Series is hosting a free online event as part of Global Entrepreneurship Week on November 19 from 11am – 12pm. Whether you’re a startup or looking to scale your business, join us to learn about software and legal strategies that put you on a path to success.
Doug Kim has been supporting the entrepreneurship community for more than 20 years, helping innovative businesses of all sizes thrive. Now, more than ever, during this time of rapid innovation and uncertainty, entrepreneurs need legal strategies that empower them to succeed, strategies like protecting inventions and your brand, protecting your work from being copied, and using contracts to safeguard your interests to name a few.
He is joined by fellow speaker, Zac Muma, a Business Solutions Specialist for Microsoft. Zac works with entrepreneurs to identify what they need in their software stack and helps them get set up. With so many apps available, it’s hard to know which ones you may need and how they work together. Whether you’re B2B, eCommerce or offer professional services, Zac will show you ways to streamline operations and get new clients.
Douglas Kim, a longtime intellectual property attorney in the Upstate area, has been selected to the 2019 South Carolina Super Lawyers list. Each year, no more than five percent of the lawyers in the state are selected by the research team at Super Lawyers to receive this honor.
Super Lawyers, a Thomson Reuters business, is a rating service of outstanding lawyers from more than 70 practice areas who have attained a high degree of peer recognition and professional achievement. The annual selections are made using a patented multiphase process that includes a statewide survey of lawyers, an independent research evaluation of candidates and peer reviews by practice area. The result is a credible, comprehensive and diverse listing of exceptional attorneys.
Based in Greenville, South Carolina, Doug started his own law firm in March of 2018. Soon after, he partnered with longtime friend and colleague, Seann Lahey, in what is now the Kim and Lahey Law Firm, LLC. They assist clients, both domestically and internationally, who are looking to safeguard innovative ideas or inventions, secure their brand’s identity, or otherwise need to protect their business interests. They take a client-centric approach toward understanding a client’s needs in order to create customized legal solutions involving patents, trademarks, copyrights, trade secrets, enforcement, licensing, contracts, privacy policies, and website terms and conditions.
Doug also serves as the Chair of the South Carolina Bar Intellectual Property and Innovation Committee.
The Super Lawyers lists are published nationwide in Super Lawyers Magazines and in leading city and regional magazines and newspapers across the country. Super Lawyers Magazines also feature editorial profiles of attorneys who embody excellence in the practice of law. For more information about Super Lawyers, visit SuperLawyers.com.