Technology is changing the world – and technology is always changing.
It impacts on the way we live; and it underpins the way we do business. Few industries deliver change that’s as fast and far-reaching in its impact as the technology sector.
Thanks to our clients’ innovative work, we’re at the forefront of the rapidly evolving technology and online world. And as long-standing technology specialists, we are fluent in this sector’s often complex language.
Where our clients develop new solutions and business models, we match their innovation in our own way: by developing legal strategies to protect value, ensure compliance with today’s increasingly regulated business environment, manage legal risk and design new contract structures for new business models.
Our clients include technology companies, licensing software on traditional licenses, or – increasingly – providing Software as a Service (SaaS) or other cloud computing solutions. We also support clients who are procuring technology or IT services or who are outsourcing their IT or business processes. Our clients include companies in the developing areas of edtech, healthtech, proptech, regtech and wealthtech.
Advised Volaris Group on the acquisition of Nokia’s video product business to form new operating company Velocix, a leading provider of video streaming technology.
Acted on behalf of a major institutional shareholder of an AIM-listed technology company to secure a board restructuring by negotiation with the board ahead of the AGM.
Advised a company on a £100 million IT dispute with a systems integration firm.
Advised various clients in server hosting and source code development disputes.
Advised an international technology company on a range of contractual and employee relations issues.
Acted for a number of app-based technology firms in connection with their terms and conditions, employment matters and financial services regulatory law.
Advised award-winning, ‘API Only’ technology provider Yapily Ltd on a funding round, co-led by LocalGlobe and HV Holtzbrinck Ventures.
Advised to Guided Knowledge, an Australian technology company on moving their business to the UK and on their subsequent debt finance work.
Advised a digital technology company in the sports sector on establishing a new EMI option plan.
Advised Alphaco Limited and Alphaco Technology Limited on several rounds of equity fundraising.
What are the main issues to consider in SaaS agreements?
There are a number of factors which need to be considered when negotiating SaaS agreements. These include:
We are experienced negotiating SaaS agreements from the customer and supplier side and assist with any queries you may have.
We’re selling online to consumers, are there any regulations we need to be concerned about?
There are a number of laws which aim to protect consumers in the context of online sales in the UK and across the EU generally. At a high level, these rules seek to provide a level playing field for customers, including by ensuring the terms of any consumer contract are “fair” (if not, they will be unenforceable) and by providing for certain mandatory terms to be implied into consumer contracts. Failure to comply with these requirements could lead to complaints and regulatory action. We regularly advise on all aspects of e-commerce and can provide tailored advice as required.
We hired a developer to develop our software. We are now looking to raise finance and the investor’s due diligence said we don’t own the rights to our software. How can that be right?
This will depend on the terms of the software development agreement. Generally, it is rare for software to be developed from scratch by a developer, with existing software often being used as building blocks for new projects. As a result, developers will typically not agree to transfer ownership of all rights in new software to a customer. However, for bespoke software where you are to own the rights, there must be an express assignment signed by the developer – the fact that you have paid for the development does not automatically mean you own the legal title to the intellectual property rights. Please contact us should you require any assistance in carrying out such a review.
Our mobile app needs some T&Cs - what do we need to think about?
As your app is essentially a type of software which will be subject to copyright protection, one of the core requirements of the T&Cs will be to ensure that these adequately protect your intellectual property rights. The T&Cs should grant the user a licence to use the app and impose restrictions in terms of what the user is permitted to do with the app. The T&Cs should also include provisions setting out your power to terminate and suspend user accounts, limiting your liability and setting out any disclaimers you wish to include amongst other matters.
Our software has been developed using some open source code. Could this be a problem?
Using open source code can sometimes restrict the way in which you are able to commercially exploit your software. To ascertain whether this is the case, you will need to review the licence for the open source code you have used. Generally, these fall into two categories: permissive licences and restrictive licences. Permissive licences do not generally impose restrictions on subsequent licensing of works derived from the open source code, whereas restrictive licences do. We are experienced advising on open source software and can assist with any queries you may have.
Chambers UK 2023