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Maturing technology firms need experienced legal partners. From new media to telecom, evolution provides opportunities and challenges. The Corporate Technology Practice at Morris, Manning & Martin has represented technology companies through every growth stage, developing domain-specific expertise that we apply to serve our clients more effectively.
We consider your business needs and objectives, then set our services to support those goals. Our value-added legal solutions address issues common to growing technology companies. The solutions are tailored to your industry, your specialty, your company. These “solution sets” integrate legal knowledge from across the firm to provide complete answers to mission-critical legal concerns. We are among the nation’s leading law firms handling company formations and venture capital financing. We are veterans at intellectual property protection, licensing and strategic alliances to support intelligent growth. From employee compensation to board of directors matters, we offer sound operational advice.
Technology companies embody the merger of good ideas with business resources. We nurture that spark and share the flame. To serve our high-growth clients beyond the boundaries of traditional legal services, we created the Strategic Development group, a business development accelerator that assists you with financial and operational needs. The group provides our clients with introductions to potential investors, executive management, board members and strategic partners. We connect you with targeted professional service providers. Our experienced team works with companies to develop business plans and presentation materials. We help you get those great ideas in front of decision-makers to set your course for growth.
Our Corporate Technology Practice lawyers want to be your in-house legal resource. We can provide a broad variety of legal services, including securities, tax, employee benefits, mergers and acquisitions, real estate, litigation, intellectual property and employment. For each technology client, we draw upon the full resources of the firm to create a multidisciplinary team of lawyers with knowledge and resources to handle the full spectrum. For more than two decades, we’ve been enabling technology firms to innovate.
3D printing presents new and complex practical and legal issues. Many of the potential issues around the intellectual property protection of 3D printed designs are untested by the courts. Companies leveraging this new, exciting technology need a law firm with significant experience crafting creative, proactive, cost-effective strategies for emerging technologies. Morris, Manning & Martin’s 3D Printing practice offers a wealth of experience guiding clients through such strategies, managing them in the most effective way possible to set up barriers to entry, optimize value, and limit risk.
Clients need experienced, responsive counsel because the intellectual property (“IP”) landscape in this industry is complex, crosses multiple industries, and is changing quickly. Clients have concerns about how best to protect their own IP while avoiding exposure to infringement litigation. We have a team with a wealth of knowledge and experience to meet these needs, including attorneys trained as electrical engineers, mechanical engineers, manufacturing engineers, and attorney specialists in particular key areas, including end-user licensing agreements, licensing, copyright, patent, trademark, and trade secret.
Practice Overview
All manufacturers, particularly those focused on 3D printing, recognize how quickly a successful product can be threatened by knock-offs and counterfeits. 3D printing adds additional copyright and licensing complexities, particularly relating to the upload and sharing of 3D-printable files. We work to understand our clients’ business and ideas, and work to protect their intellectual property in a cost effective manner.
We advise clients to consider IP protection during the product design stage. By incorporating unique design aesthetics, the product may be protectable with a design patent, copyright, trademark, or trade dress. An added benefit is that these types of IP can be less costly to enforce than utility patents.
Intellectual Property Protection and Enforcement
We work to protect our clients’ intellectual property as efficiently and comprehensively as possible. To do that, we think creatively about our clients’ products and services to develop a combination of protectable intellectual property. That may include utility patents, design patents, trademarks, trade dress, copyrights, and trade secrets.
Often a combination of intellectual property is available to protect 3D printed products. Although many key patents on 3D printing have recently expired, the number of patents on incremental improvements in this field has boomed in the last few years.
We also assist our clients in enforcing their intellectual property. Enforcement options range from a letter, a request to takedown infringing content under the Digital Millennium Copyright Act (“DMCA”), or litigation in Federal court.
Terms and Conditions / Licensing
MMM attorneys regularly counsel clients on key legal issues outside IP, including terms and conditions, privacy policies, end user license agreements, and licensing. We regularly draft customized terms and conditions, privacy policies, and end user license agreements that address complex issues such as ownership of copyrightable materials uploaded to a cloud-based service. We also advise clients on compliance with the DMCA safe harbor provisions.
Litigation Avoidance
3D printing turns the economics of manufacturing on its head – it is the same cost to produce a single item as it is to produce thousands. The result is a boon for rapid prototyping and highly customized products. However, the speed of 3D printing may make traditional “freedom to operate” or “right to use” opinions unworkable. We advise our clients on how to minimize infringement risk without slowing down their operations.
Commentators expect that a rise in patent litigation may follow the recent boom in patent filings related to 3D printing, but it is unclear what products or features are more likely to be litigated. We help guide clients through this uncertainty by tracking the industry, including both IP filings and infringement litigation. This helps our clients feel confident in their position and prepared for a possible attack. We advise that the best defense is a good offense – strong intellectual property protection of utility patents, design patents, trademarks, and copyrights helps keep litigation at bay.
Product Liability and Regulatory Compliance
Many products, particularly consumer products, have product liability risk and require regulatory compliance. Liability may attach to the product designer, the manufacturer of the 3D printer, or the party that printed the 3D product design. We advise our clients on how to minimize risks in this area.
MMM Representative 3D Printing Experience:
In addition to advising 3D printing clients on intellectual property and other legal issues, our attorneys have also lectured about 3D printing:
Morris, Manning & Martin’s Blockchain and Cryptocurrency Team includes attorneys with substantial experience advising clients in all legal aspects relating to Blockchain-related initiatives, particularly in connection with token sales (commonly referred to as Initial Coin Offerings or ICOs), the issuance and management of cryptocurrencies, and the implications of utilizing Blockchain and cryptocurrencies within an organization. Our team’s broad experience relating to the issues and challenges facing Blockchain companies and organizations using or interacting with Blockchain technology or cryptocurrencies provides our clients with a competitive edge in this rapidly growing industry.
Core Services
Practice Overview
With a longstanding focus on the technology industry, Morris, Manning & Martin’s Corporate Technology Practice is heavily experienced in counseling clients in connection with new and innovative technologies. Blockchain technology is the latest in a line of innovative technologies that have the ability to dramatically change and revolutionize the industry. Additionally, MMM’s Blockchain and Cryptocurrency Team has experience counseling both Blockchain and centralized technology companies in the application of Blockchain technology to their business and the various implications that result. Representative experience includes assisting centralized technology firms in exploring the application of Blockchain technology to their existing operations and counseling Blockchain companies on the issuance of cryptocurrencies and the creation and operation of Blockchain-based solutions and business models.
Representative Experience
The Morris, Manning & Martin Outsourcing Practice offers a highly specialized skill set, thoroughly integrated with the Firm's legal practices that help clients implement outsourced services and prepare and negotiate complex sourcing transactions.
We provide excellent legal and business assistance to our clients. Over the last 20 years, we have developed a solid understanding of the industries involved and we understand the most successful business strategies. Although we have worked quite extensively with outsourcing suppliers, our primary focus is representing companies seeking to source their services so the company can concentrate on its core competence. We work with our clients and with their other advisors to determine realistic objectives, develop a set of business requirements that will meet those objectives and ultimately achieve a deal that reflects those business requirements. We use a proprietary business process system that is based on traditional business process analysis which we have adapted to legal representation. This means that the process of closing these complex transactions is handled by our firm in a manner similar to how your company handles complex transactions. One benefit is that you receive frequent updates concerning the status of the transactions.
Many outsource services are critical to the mission of your company. We help you plan and implement protections to prevent and remedy failures or defects in the outsourced services. We concentrate on these simple yet very important goals:
The best way to ensure that a customer’s outsourcing relationship and related complex transactions will succeed is to design the contract so that every phase of the process, from the first meetings with potential suppliers, through the RFP process and into contract negotiations and execution, is clearly set forth and regulated. The Morris, Manning & Martin team will be there with you every step of the way and in every location needed. To date, we have assisted clients obtain services in Eastern Europe, South America, Central America, the Caribbean, India, the Philippines, and China and of course many from companies in the United States.
Requirements for an Outsourcing Contract to Work
For an outsourcing contract to work, it must help create a lasting relationship that is constructive and fair to both sides. At its core, there are three requirements that must be met to have a successful relationship with an outsourcing supplier:
We will help you structure your outsourcing contracts and processes with these requirements in mind. We have developed a process that we use to achieve these goals. We will help you achieve your goals in a way that aligns the supplier’s interests with your needs and requirements.
Business Process Outsourcing (BPO) can range from routine services arrangements for commodity functions to profoundly transformative partnerships and joint ventures that have the power to fundamentally change the way business is done. BPO can deeply affect an organization’s relationship with its customers, its suppliers and, perhaps most importantly, its employees.
BPO is taking a business process that an organization has run, that it owns, and that its customers or employees have come to rely upon, and entrusting it to a third party. The power of BPO is its ability to bring about tremendous financial and performance advantages. The heart of a successful BPO lies in achieving these financial and performance objectives while ensuring that the people most affected—internal and external customers, suppliers, employees—are in control, protected and satisfied with the services. The good news is that with the right legal team working for you, these seemingly inconsistent goals are achievable.
Information Technology is the backbone of modern business, and the corporate world is increasingly choosing to entrust this critical function to outsourcing providers. Although companies outsource IT for many different reasons, such as cost savings, improved service quality and processes, and a desire to focus on core competencies. Unfortunately these goals are often not realized unless the contracting process accurately implements these business goals using realistic legal processes and remedies to keep the interests of the sourcing provider aligned with those of your company. We can help you reduce the chances of failure for your company.
Based on our experience and the success of our clients, we know that an appropriate contract is critical to a successful outsourcing—but not only for the obvious reasons. Let us explain our approach to you. We believe you will want us on your side.
Key Services:
Our clients rely on the Corporate Practice at Morris, Manning & Martin for full-spectrum legal representation. With 40 years of service to businesses throughout the U.S. and abroad, we have developed operations and best practices to efficiently and comprehensively provide counsel for virtually every corporate need. As a result, our Corporate Practice has been recognized in Chambers USA as a leading corporate practice for many years.
Our clients know that Morris, Manning & Martin stands for quality and long-term commitment, unparalleled client services, and responsive, intelligent advice. Whether advising a start-up on the benefits of different business entities, a developing firm on funding and financing options, or a mature firm on acquisitions, reporting requirements or divestitures, our clients rely on Morris, Manning & Martin’s consistent best-in-class results to help them stay one step ahead.
Our industry experience is exceptionally broad, covering virtually every significant regulated and unregulated industry. In just over five years, we have handled nearly 200 transactions with a combined market value of over $10 billion and an average deal size of over $50 million. We handle negotiated purchases and divestitures by public and private companies, tender offers, restructurings, spin-offs, leveraged buy outs, and “going-private” transactions. Our lawyers advise clients on structuring various takeover defense mechanisms, including the adoption of special charter and by-law provisions, shareholder right plans, multiple classes of voting stock and similar devices.
We have historically represented entrepreneurs in a wide range of legal matters and focused on the needs of biotechnology, computer hardware and software, green-industry, retailing, distribution and other emerging growth companies. We represent over 300 Technology clients throughout the U.S. and have handled over 350 venture capital financings with a combined market value of over $1.5 billion. We are sensitive to the business objectives and concerns of growing companies; as such our lawyers integrate needed legal services related to entity structuring, corporate finance, mergers and acquisitions, stock options and employment issues, intellectual property, licensing distribution, product regulation and international law.
MMM Tech Law & Business Report
We represent issuers and underwriters in the full range of public and private offerings of securities. Within the past decade, we have served as counsel in initial public offerings that raised over $12.5 billion and as deal counsel on over 50 additional public offerings and 144A offerings with an aggregate value in excess of $20 billion. We also represent issuers in connection with their ongoing public reporting obligations under the Securities Exchange Act of 1934. Our Securities Practice has a well-earned reputation for creativity and efficiency, and for fostering effective working relationships with securities regulators.
Our lawyers have assisted clients in raising over $25 billion for deployment in real estate ventures. We represent real estate developers and operating companies, financial institutions, pension funds, institutional investors, investment advisors and asset managers with respect to their real estate investments, both in the U.S. and abroad. Our investment and development work touches every real estate asset class, including affordable housing, brownfield, condominium, hotel, industrial/distribution, mixed-use, multifamily, office, resort, student housing, timber and retail.
We have a broad finance practice (including non-traditional credit areas), which includes representing agents, participants and sole lenders and borrowers in connection with traditional bank financings, project financings, structured financings, real estate financings and securitization transactions, as well as corporate finance transactions and derivatives transactions.
The Tax Practice is an integral part of the Corporate Practice that aims to develop and implement tax-efficient structuring to satisfy client objectives. Our tax lawyers play a key role in the federal, state, local and international tax aspects of the firm’s corporate transactions.
Through our flexible interdisciplinary approach, we can structure comprehensive legal solutions that address the issues our clients face, from the everyday to the unusual. With each engagement, we apply a wealth of industry experience and resources stretching deep into each business category. Clients large and small, public and private, rely on the skill and understanding of lawyers at Morris, Manning & Martin to keep them one step ahead.
For more than 25 years, Morris, Manning & Martin’s Emerging Companies Practice has provided cost-effective, comprehensive legal services.
Efficiency, Diversity
With our legal guidance and business development assistance, hundreds of high technology firms have entered the marketplace, creating new products and unique services to serve their field. In virtually every technology arena, our Emerging Companies Practice has helped clients innovate. We advise firms across the Southeast in the areas of medical devices, healthcare information systems, biomedical technologies and other life science practices. From telecommunications to Internet applications, hardware to software, our clients are changing the way we communicate. Matching your creativity, we have developed techniques to efficiently serve the unique needs of an emerging high technology business. Solution sets and databases developed over years of experience enable us to provide efficient legal and business needs that meet our standards of excellence.
Early Stage Experts
At Morris, Manning & Martin, our emerging companies' buyers are supported by veterans in many focus areas. We expertly handle venture capital financings, public offerings, mergers and acquisitions and joint ventures. We also advise clients on areas as diverse as technology licensing, employment issues and taxation needs, providing team legal support from more than two dozen practice groups. We assist our clients with their comprehensive business needs, combining legal and technological know-how with a practical understanding of the challenges of emerging companies. We bring to the table strong working relationships with investors and many service providers, and make introductions on behalf of clients where appropriate. Our goal is to provide trusted legal support for every situation encountered in the early stages of development.
Virtual General Counsel
We have a lean, team-oriented approach to client service and consider ourselves your business partners. Frequently, we complement a client’s management team by serving as "virtual" general counsel, taking a senior advisory role and participating in day-to-day discussions and board-level decisions. This approach gives our clients unusual flexibility to call on a wide range of lawyers who are already familiar with their products, technology and business model, and who understand the strategic and tactical decisions they must make. To compete in the high technology market today, a company must have great products, a precise business plan and an arsenal of tools to deploy quickly and efficiently. At Morris, Manning & Martin, we are as nimble as our clients, delivering counseling excellence to ensure your success.
Key Services:
Morris, Manning & Martin’s Financial Technology (FinTech) Practice offers a broad range of services to technology companies providing financial solutions in the payments and processing industries as well as to companies that provide technology-based products or services to the financial services sector.
Our client companies are comprised of diverse sectors including: trading systems, markets and exchanges, payment processing, trust & treasury services, financial information providers, eBrokerage, investment & banking, payroll & benefits, loyalty reward systems, and other eSolutions.
Morris, Manning & Martin is one of the few law firms with a full-time, dedicated FinTech practice. Leveraging considerable history and success with our Technology and Financial Services Practices, we have developed a hybrid practice that understands the special requirements created by the combination of technology and financial services.
Our FinTech Practice consist of a cross-functional team of industry leading practitioners who offer our clients a comprehensive and coordinated offering of legal services: corporate, privacy and security, securities, sourcing & procurement, intellectual property counseling, protection and litigation, technology transactions, financial institutions, and tax.
Our extensive expertise in representing leading technology companies serves our FinTech clients well as their innovation continues to outpace legislation and adopted industry standards. We provide a practical approach in delivering legal services to financial services technology companies, as well as to their investors and strategic partners.
Key Areas of Legal Projects for FinTech Clients:
We understand the best practices and customary terms and conditions in FinTech transactions through our extensive experience in drafting, negotiating and closing a wide range of FinTech deals, including legal services relating to:
Mobile wallet transactions, mobile apps
Privacy and security
Merchant acquiring
eCommerce
B2B, C2C payments
Payment networks, payment clearance
POS technologies including swipe, signature capture terminals
Healthcare payments
Loyalty reward systems
Intellectual property
Virtually all business enterprises, whether regional or global, use strategic relationships with third parties to build and strengthen their business. Morris, Manning & Martin’s Global Sourcing & Strategic Transactions Practice represents business enterprises of all sizes in connection with their global, strategic relationships with third party service providers, vendors, consultants, contractors, distributors and other strategic partners. We also represent both domestic and offshore service providers, vendors and consultants. We represent clients in connection with all phases of a strategic relationship from inception to termination. The highly experienced attorneys in MMM’s GS&ST Practice provide responsive, creative and cost-effective solutions that align with our clients’ core business objectives and that protect our clients from risk presented by the global marketplace.
Core Services
Special Products and Solutions
What Distinguishes Our Global Sourcing & Strategic Transactions Practice
Vertical Industry Sub-Groups Within GSSC Practice
Representative Transactions
Our Healthcare Information Technology Practice provides legal and compliance services to information technology companies and healthcare providers by providing regulatory advice, drafting and negotiating contracts, counseling, and litigation defense in all aspects of the data security, privacy, and use and transmission of data on both a state and federal level. Our lawyers work collaboratively with our clients to address regulatory compliance with software or product modifications, enhancements and upgrades. We continually provide information technology companies with regulatory analysis of strategic business plans, products and offerings and daily operational activities. In addition to regulatory compliance, our lawyers have specific expertise in intellectual property rights and assist clients in proactively protecting intellectual property assets.
Key Services
Experience
Our firm has significant experience in data privacy and security, both on state and federal levels. Our lawyers have unique experience and expertise in not only healthcare regulations, including HIPAA, but also the impact and application of healthcare regulations to information technology organizations.
Our lawyers have counseled numerous clients on issues related to electronic exchange of health information, personal health records, pay for performance and payer programs, discovery, document preservation issues, document retention policies, and data breach issues. We advise our clients regarding the electronic exchange of health information and when security breaches, theft, or loss of electronic storage media or health records occurs, including how to prevent such breaches and thefts in the future. We also work with our clients to address regulatory compliance and best practices in the changing electronic medical record industry.
Our industry knowledge and experience uniquely positions us to assist clients in structuring compliant transactions, addressing the regulations to establish relationships that meet their business goals and comply with the state and federal healthcare laws.
Morris, Manning & Martin's Intellectual Property lawyers counsel companies and organizations in all phases of intellectual property law, including the identification and protection of their technology through the effective use of patents, trademarks, copyrights, and trade secrets. We work with clients across the globe ranging in size from emerging companies to Fortune 500 companies, in locations ranging from Asia to Europe and the United States. Our client service and skills are evidenced by the practice's consistent ranking in Chambers USA, a leading professional services ranking publication.
Our Patent lawyers and professionals are scientists and engineers who understand our clients' technologies. We understand complex technologies in a variety of scientific fields, including computer software and hardware, electrical, mechanical, chemical and material sciences, physics, manufacturing systems and processes, nanotechnology, business methods and systems, biotechnology, medical devices and numerous others. Our goal is to consistently execute on the behalf of our clients to ensure they stay one step ahead.
We help our clients enforce and develop strategies to enforce their intellectual property when necessary, and we help negotiate licenses and similar arrangements, when that is an option. We help our clients understand the intellectual property rights of others; we help design around and avoid infringement of such intellectual property rights; we negotiate and obtain licenses when that is necessary or beneficial to the business; and we vigorously defend claims of infringement when no other option is available.
Our IP Litigation Practice represents clients in a full range of intellectual property disputes including patent, software and literary copyright and trademark infringement, and misappropriation of trade secrets. We represent clients wherever the dispute may arise and have appeared as lead counsel in the courts of more than 35 states and U.S. territories, as well as Asia, Canada and Europe. We are also experienced with respect to new patent challenge procedures pursuant to the America Invents Act (AIA), including Inter Partes Review (IPR) proceedings, Post Grant Reviews, Covered Business Method Challenges, and Ex Parte Reexamination proceedings.
Our lawyers, patent agents and specialists provide clients a broad spectrum of patent services. We are registered to practice before the United States Patent and Trademark Office (USPTO) and have prepared and prosecuted thousands of patent applications in a variety of areas, including telecommunications, optics, mechanical and electronic devices, nanotechnologies, liquid crystal display devices, MEMS devices, lasers, quantum spin devices, semiconductors, biotechnologies and various medical devices.
Our IP lawyers are thought leaders with respect to patent laws and regulations. We assist our clients with a variety of tasks and projects, including the following:
Morris, Manning & Martin lawyers have developed extensive experience in the areas of copyrighting of directories and databases; copyright protection for computer software and web page design; copyright issues relating to music, theater, audio-video recordings and fine arts; copyright issues relating to architectural plans and copyright protection of television and radio station programming. Our lawyers are highly qualified to assist clients with any of their copyright needs, including (but not limited to) copyright registration; opinions in connection with charges of copyright infringement or with the evaluation of possible assertion of copyright infringement by others of a client's copyrights; drafting and negotiating copyright license agreements, as well as evaluating and revising license agreements presented by third parties; provide assignee searches for clients that locate copyrights owned by particular entities; copyright audits and due diligence reviews; and international copyright protection.
Morris, Manning & Martin's Trademark Practice covers the full array of trademark legal services. We have the knowledge base to handle both local and international trademark matters. Additionally, we assist our clients with trademark appeals (with the Trademark Trial and Appeal Board (TTAB)), trademark searching and watching services, trademark application preparation and filing (both federal and state), oppositions and cancellations, trademark and brand name selection, trademark maintenance, trademark prosecution and trademark screening and watching services.
The Internet of Things (IoT) describes an interconnected world in which devices, vehicles, machinery, and infrastructure communicate with us and with each other over the Internet. The IoT will bring complex business and legal challenges. In particular, the collection of vast troves of consumer, corporate, and government data raise concerns in the areas of privacy, security, and regulatory compliance. Clients need experienced, responsive counsel to handle these challenges. We have a team with a wealth of knowledge and experience to meet these needs, including attorneys trained in software, networking technologies, and electrical engineering. We offer the following expertise for our IoT clients:
Practice Overview
Privacy and security are key legal concerns for clients launching new IoT services with a data collection component. With the ubiquity of autonomous IoT devices, it is becoming difficult for clients to follow the traditional “notice and choice” approach to privacy protection – informing individuals about data collection and offering a choice of how the data will be collected, used, and shared. Even limited data collection can be worrisome because fragments of data, when analyzed and matched with data from other sources, may expose far more than intended by an individual user.
As a result, regulators are raising concerns about privacy and security for IoT devices. We advise clients to consider privacy and security during product design. Data collection, retention, and sharing should be limited to meet defined needs and data should be protected against data breaches. Privacy policies should clarify what data is collected, how the data is protected, and how the data may be sold or used.
Regulatory Compliance
Multiple Federal agencies are currently looking into IoT issues, including the Federal Trade Commission (privacy and security), Food and Drug Administration (medical device applications), Federal Communications Commission (wireless issues), Federal Aviation Administration (commercial drones), National Highway Traffic Safety Administration (intelligent vehicle technology), and National Telecommunications and Information Administration (multi-stakeholder privacy reviews). For general consumer products, the FTC is most relevant.
In January 2015, the FTC released a report on “The Internet of Things: Privacy and Security in a Connected World.” The report includes “best practice” recommendations for IoT innovators, including minimization of data collection. We monitor the FTC’s activity and caution clients that, even absent express regulation in this area, the FTC may charge companies that it deems to have acted in a fraudulent, deceptive, or unfair manner. For example, the FTC recently brought charges against TRENDnet, a seller of cameras for home security and baby monitoring. Although TRENDnet claimed in marketing materials that the cameras were “secure,” in fact the cameras had faulty software that left them exposed to hackers. The FTC also investigated Google’s collection of personal data via its Street View service. The FTC dropped the investigation, but chided Google for not being aware of all the data that its Street View cars were collecting.
Security
Data security is important because IoT devices often record sensitive details of users’ lives, including location, driving patterns, and biometrics. Even data sources that appear innocuous, like the fitness tracker FitBit, can be sensitive: commentators have pointed out that FitBit data may correlate with alcohol and drug abuse.
IoT poses unique security challenges. Devices are often designed to be inexpensive, with little spare processing power or bandwidth for security measures. The devices may have no interface for a user to enter security credentials or apply security patches. Finally, the fragmentation of IoT platforms makes it tough for centralized security software to keep up – similar to the risks of an enterprise “bring your own device” policy.
In February 2014, the National Institute of Standards and Technology released a voluntary cybersecurity framework not specific to the IoT. Although voluntary, some companies are implementing the NIST Framework to avoid legal exposure in the event of a breach. An analysis published by the Wall Street Journal found that “there seems to be a growing consensus that the [NIST] Framework is fast becoming the de facto standard for private sector cybersecurity as viewed by regulators and U.S. lawyers.” Companies are also requiring their partners, such as suppliers, to adhere to the NIST Framework.
Intellectual Property Protection and Enforcement
We work to protect our clients’ intellectual property as efficiently and comprehensively as possible. To do that, we think creatively about our clients’ products and services to develop a combination of protectable intellectual property. That may include utility patents, design patents, trademarks, trade dress, copyrights, and trade secrets.
IoT is seeing a huge growth in IP filings. Innovators are using IP to protect their ideas and carve out a protected space. According to a study by LexInnova, large hardware companies including LG, Ericsson, and Qualcomm are particularly active patent application filers in this space. Patents are targeting wireless communication protocols and device control systems, as well as applications for e-commerce, home security, healthcare, and transportation. The boom in patent filings may be followed by a rise in patent litigation.
MMM IoT Experience
We have advised IoT clients on intellectual property and other legal issues. Representative clients have developed networked hand sanitizer units for tracking staff compliance, hardware and software systems for tracking consumers in retail environments, and smart electricity meters.
The Life Sciences team at Morris, Manning & Martin brings experience, passion, and craftsmanship to every project we undertake for you. We have the experience to create the patent strategy that aligns with your business needs. We bring passion to the work to translate your breakthrough science into intellectual property with business value. We approach each project with the eye of a craftsman so that we can tailor our work for you.
Life science inventions are diverse and embrace cellular components and single cell organisms to multicellular organism such as plants, animals, and humans. Our team has the breadth and depth of understanding to provide expert assistance with your life science inventions. The Morris, Manning & Martin Life Sciences team is made up of experienced scientists and engineers who understand your technology. Complex inventions in the life sciences frequently involve expertise in diverse technical areas and we can put together the right multidisciplinary team to craft a strategy that meets your needs, whether you are a company, university or research institute.
Some of the technologies that we have handled for clients includes:
Companies and universities we have worked with include:
Morris, Manning & Martin’s Medical Device Practice enables successful development of new medical device and life science technologies by providing legal and business guidance on formation, financing and operation of leading medical device companies.
Client Focus
The Medical Device Practice of Morris, Manning & Martin has built its reputation by assisting medical device entrepreneurs grow their businesses. We have consistently focused on representing companies that are developing and commercializing new technologies and engaged in fundamental scientific research. From our inception over 30 years ago, we have grown into one of the leading law firms in the Southeast and, in the words of the Atlanta Business Chronicle, are “generally regarded as having the city’s top technology group.” We understand the promise of medical device and life sciences technology, and we bring the full scope of our expertise to help our clients succeed.
Legal Leaders
From emerging companies to large public enterprises, Morris, Manning & Martin has become a leader in technology related venture capital deals, M&A transactions and IPOs for medical device companies. We have also developed leading practices in the intellectual property and regulatory areas related to the medical device industry. As such, our lawyers have the industry experience and business acumen to work with companies in all stages of development, from idea generation and initial patent filings, to clinical trials and venture financings, through to an M&A transaction or an IPO and beyond. We maintain extensive ties with venture capital firms and other investors who are active in the medical device field. We were leaders in the formation and operation of the Southeastern Medical Device Association (SEMDA), a networking community that helps inventors and entrepreneurs locate sources of financing, navigate complex licensing and regulatory issues and grow their medical device businesses. Through SEMDA and other organizations, our Medical Device Practice has an extended reach into resources and contacts and has established crucial business relationships within the medical device community.
Raising Capital
Medical device and related life science companies need capital to grow. We have been recognized as the Southeast’s leading law firm in representing companies in venture capital transactions. In the recent past, we have acted as counsel in well over 200 venture capital transactions that have raised approximately $2 billion. Due to our active practice in this area, we have strong relationships with many venture capitalists throughout the country. We assist our clients in identifying funding sources, creating the appropriate investment structure and negotiating both the term sheet and final investment documents. More importantly, our experience helps our clients avoid strategic errors that may hinder further growth or complicate exit strategies. We understand that as our clients succeed, we succeed. Therefore, our philosophy is to add value, not expense.
As our clients grow, we assist them in raising capital in the public securities markets, where we have been ranked among the top firms in the nation in initial public offerings. In the recent past, our clients have raised approximately $6 billion from sales of equity in initial public offerings. As company counsel, we help our clients through every stage of the offering process, from identifying and selecting the underwriters to preparing the prospectus and closing the transaction.
For companies with an interest in debt financing, we are very active in the public and private debt markets. In addition to acting as counsel with respect to offerings of debt securities, such as senior subordinated notes and convertible subordinated notes, we are regularly involved in asset-based financings, acquisition financings, mezzanine financings, syndicated financings and sale/leaseback transactions.
Achieving Corporate Goals
Many of our clients engage in joint ventures or mergers and acquisitions as an integral part of their corporate strategies. Due to our reputation for providing creative, efficient and effective solutions to our clients’ business and legal challenges, we have one of the leading merger, acquisition and joint venture practice groups in the Southeast. In the recent past, we have acted as counsel in more than $15 billion of merger, acquisition and joint venture transactions. We represent companies at all stages of their growth. We are able to efficiently staff transactions from small private company acquisitions to multibillion-dollar public company acquisitions and joint ventures.
We have particular experience in complicated domestic and international licensing, distribution and joint venture transactions. These types of transactions often require expertise in many legal disciplines, such as tax, securities, intellectual property, litigation, employee benefits, environmental and real estate. To address the complexities of these transactions, we create multidisciplinary client teams that work together seamlessly and efficiently to complete the transactions.
Protecting and Managing Intellectual Property
Most of our clients create and depend upon intellectual property as their core asset. Our practice group that deals with protecting, developing, selling, licensing and granting rights in intellectual property is among the most prominent in the Southeast. Patent filings and transactions involving critical technologies require not only solid legal drafting and negotiation skills, but also comprehensive technical knowledge and business acumen. Patens and technology contracts are as diverse as the technologies they address, and the law governing patenting and licensing intellectual property evolves almost daily. Accordingly, we actively focus our practice on understanding and applying the most recent industry and legal developments for the benefit of our clients.
Regulatory Guidance
We provide guidance on key regulatory issues faced by a medical device concern. Clients count on our thorough understanding of HIPAA privacy and security rules to keep them in compliance with the evolving nuances of this recent law. Operational hurdles are surmounted, from FDA compliance issues through clinical trials to product approval. We also focus on reimbursement issues, fraud and abuse laws and product liability concerns, allowing our clients to keep their attention fixed on creating innovative medical products. Together with Morris, Manning & Martin’s Healthcare Regulatory lawyers, we provide the sound advice our clients need to successfully navigate the many laws and regulations imposed upon them, both in the U.S. and internationally.
Interdisciplinary Approach
Practicing a team approach to legal service, we work closely with other relevant practices, such as our Licensing, Intellectual Property and Healthcare Regulatory Practices, to assist medical device and related life science companies in all stages of their lifecycles. Our Medical Device lawyers also draw upon the experience of our corporate and technology practices, who have built their reputations on helping entrepreneurs grow their businesses and by representing companies that are developing and commercializing new technologies, particularly in scientific research. We advise and assist our Medical Device clients on matters involving equity and debt financings, mergers and acquisitions, intellectual property, technology licensing and protection, strategic joint ventures and general corporate governance. For a sound legal approach with sophisticated deal-making experience, Medical Device clients rely on Morris, Manning & Martin.
Representative Clients and Transactions
Morris, Manning & Martin’s Medical Device lawyers represent clients and organizations of all types across the medical device industry, including clients engaged in the development of products in the cardiovascular, orthopedic, endoscopic, bioinformatics, nanotechnology and related fields, as well as other biotechnology and healthcare companies, including therapeutics companies, clinical research organizations, pharmaceutical manufacturers, pharmaceutical distributors, healthcare IT companies and venture capital and private equity investors. Several recent representations include:
Key Services:
Morris, Manning & Martin is a recognized leader in the mergers and acquisitions practice area. We have represented more than 1,000 companies in their corporate transactions throughout the U.S. and abroad. We are generally recognized as the leading law firm in the Southeast in representing high-growth companies. The firm has been recognized as a leading national firm for mergers, acquisitions & buyouts (sub-$500m market) by Legal 500 U.S. and Chambers USA, leading legal ranking publications.
We counsel companies in transactions that are valued from a few million to many billions of dollars, and we have unique experience representing middle market companies in their M&A transactions. These companies often face unique challenges. For example, we have broad experience in working with venture-backed and private equity-owned companies and dealing with the complexities that the various financing structures of these companies pose for M&A transactions. We regularly work with companies that have been operating with understaffed or nonexistent legal departments. In those cases, our multidisciplinary, team oriented approach to transactions becomes even more critical. Additionally, we regularly use our deep nationwide contacts with various investors, debt sources and other players in middle market M&A in order to facilitate transactions.
We are result-oriented, efficient and extremely responsive to our clients. We have always been a business-oriented firm. We have worked hard to maintain a cost structure that allows us to staff deals leanly, while still giving us the bandwidth to attack large, fast moving transactions. We hand pick “client teams” for each client and transaction. We do not staff deals with multitudes of junior “attorneys in training” who have little skills or experience. Clients tell us that our approach results in greater efficiency and improved results from what they have experienced elsewhere.
We are forward-thinking. Unique among law firms, we have developed a patent-pending Legal Project Management System that we bring to bear on M&A transactions when appropriate. The Legal Project Management System improves communication, enhances efficiency, and provides transparency in the delivery of our services, while increasing our clients’ involvement and control over the timing and cost of the project.
We are facilitators of transactions, not impediments. We integrate with our clients’ in house teams and drive deals to a successful conclusion. We are never outpaced and are normally in the role of driving the deal. For this reason, we are often the firm of choice for companies that need to accomplish highly complex transactions under nearly impossible deadlines.
Represented SolAmerica Energy (six solar projects – 4.7MW) in its acquisition by Duke Energy.
Represented K1 Investment Management (private equity) in its acquisition of an undisclosed automated content marketing software company.
Represented BBH Capital Partners (Brown Brothers Harriman) (private equity) in its acquisition of Haven Behavioral Healthcare, Inc.
Represented QGenda, LLC, a healthcare IT company, in its acquisition by Francisco Partners (private equity).
Represented Aptean Solutions, an enterprise application software company, in its acquisition of Advances Public Safety division of Trimble Navigation.
Represented Interstate Hotels & Resorts (Thayer Lodging Group asset) in its acquisition by Kohlberg & Co. LLC.
Represented BuildingIQ (ASX), an energy management company, in its acquisition of Energy WorkSite and Facility WorkSite from NorthWrite, Inc.
Represented Powerplan, Inc., an energy-focused FinTech company, in its acquisition of Riva Modeling Systems, Inc.
Represented Courion Corporation, a FinTech company and K1 Investment Management portfolio company, in its acquisition of Core Security Technologies, Inc.
Represented Paymentus Corporation, a FinTech company, in its acquisition of Billeo, Inc. (d/b/a Xpress-Buy).
Represented Merchant Link, a cloud-based payment gateway, in its acquisition of Precidia Technologies.
Represented Aptean Solutions in its acquisition of Medworxx Solutions, a healthcare IT company.
Represented Courion Corporation in its acquisition of Bay 31 GmbH, a German FinTech company.
Represented North Highland, a global consulting firm, in its acquisition of ACME Business Consulting.
Represented Aderant Holdings Inc., a leading management solutions software company, in its acquisition of Timesoft Beheer B.C. & Accola, Inc.
Represented United Technology Group, an IT support and solutions company, in its acquisition of Magnicom.
Represented K1 Investment Management in its acquisition of Courion Corporation.
Represented Griffin-American Healthcare REIT III Inc. in its partnership with NorthStar Healthcare Income Inc. to acquire Trilogy Investors LLC and its Midwest senior health care facility portfolio.
Represented Brickstream Corp., a developer of traffic flow sensors, in its acquisition of Nomi Technlogies.
Represented Accel-KKR, a technology-focused private equity firm, in its acquisition of Delta Data Software.
Represented K1 Investment Management in its acquisition of ChiroTouch, a HealthIT company.
Represented Azalea Health, a leading HealthIT company, in its acquisition of simplifyMD.
Represented Francisco Partners, a technology-focused private equity firm, in its acquisition of PayLease.
Represented United Technology Group in its acquisition of Viant, LLC, a premier people-based advertising technology company.
Represented Streamline Health Solutions, Inc. (NASDAQ: STRM), a leading HealthIT provider, in its acquisition of Unibased Systems Architecture, Inc.
Morris, Manning & Martin’s Payments Team includes attorneys with substantial hands-on experience in all legal aspects of launching and managing a range of electronic payment products. Our team’s diverse payments capabilities span numerous practice areas including corporate, M&A, privacy and data security, financial services and technology (FinTech), intellectual property, compliance, litigation, technology transactions and global outsourcing. From prepaid cards – including “open loop” bank-issued cards and “closed loop” merchant-issued gift cards – to mobile payments and e-wallets, and even virtual currencies, our team’s broad experience in the payments space provides our clients with a competitive edge in this growing industry.
Specialized Industry Experience
MMM’s Payments Practice recognizes that the flow of currency between businesses, consumers, and third-party vendors is becoming increasingly faster and more difficult to regulate and protect. Our specialized industry experience ensures we have the right lawyers in place to address the myriad of needs our payment clients face in their operations each day, including contractual agreements, risk management, regulatory compliance, technology transactions and corporate finance. Clients such as financial institutions, financial services companies, retailers, consumer goods companies, and payment processing vendors rely on our team for these matters and more.
Regulatory Guidance
As payment products are growing, so does the interest from state and federal regulators. Since 2001, an increasingly large number of state laws regulating gift cards, prepaid cards or electronic payment products have been passed and many more are pending. Since 2009, numerous federal laws and regulations have been proposed and passed, most notably FinCEN’s prepaid access rule, the Dodd-Frank Act, the Durbin Amendment and the CARD Act. Depending on the payment business model, the need and level of regulatory oversight might differ. We offer clients the full scope of regulatory guidance in connection with services required to operate at any point in the payment process.
Key Services:
Our Private Equity (PE) Group works with private equity funds and their portfolio companies on acquisitions, investments, divestitures, buyouts, financings and related transactions. We have particular depth in high-volume, middle-market investments, handling more than 200 transactions each year for our clients and their portfolio companies.
We are a law firm focused on client satisfaction through the delivery of efficient legal services. We use budgeting, client communication and reasonable billing rates as a way to meet and exceed our clients’ expectations. Our integrated team approach provides our fund clients with a seamless experience when structuring, negotiating and completing buyout and financing transactions.
Several key points differentiate MMM’s PE Group:
Our team works with private equity funds and their portfolio companies on a wide variety of matters:
Having an understanding of technology businesses can make an important difference when representing institutions in technology finance. Morris, Manning & Martin, LLP has represented technology and technology-driven businesses for more than 25 years, providing our team with extensive depth of experience in the specifics of lending to and for the companies in the technology industry.
Our technology finance team serves the legal needs of technology companies, lenders, investment funds and other lending institutions that provide important sources of capital to these companies as they grow. Our experience includes syndicated and single-bank credit lines, acquisition financings, structured finance, and a number of other debt vehicles. In addition to traditional lending transactions, we also routinely represent business enterprises and lenders in transactions involving high-yield notes, convertible notes, convertible exchangeable-preferred stock and other related equity-linked debt securities.
We understand that technology finance should be a winning business strategy for lending institutions, investors, and borrowers. Our experience in financing transactions of various sizes includes secured and unsecured lines of credit, cash management arrangements, cross-collateralization, mezzanine financing and A/B note structures. In addition to understanding the various legal aspects and intricacies of highly structured transactions, our team focuses on the customer service aspects of the transaction. We understand that being proactive and facilitating an efficient closing process will reflect positively on our clients and our firm.
Technology cases necessitate astute legal thinking, technical expertise and extensive industry experience. Morris, Manning & Martin’s Technology Litigation Practice provides clients all of this and more with our firm’s representation.
Advocates Nationwide
Our Technology Litigation Practice handles cases involving the full range of disputes that arise in the life of technology businesses including software copyright, trademark and patent infringement, licensing and development, misappropriation of trade secrets, breach of confidentiality or non-compete agreements, movement of key employees between companies, and tortious interference with business and contractual relationships. We represent clients in state and federal courts throughout the U.S., and have appeared as lead counsel in the courts of more than 30 states and U.S. territories. Since 1987, we have served Technology clients ranging from publicly traded, Fortune 500 companies to individual inventors and start-up ventures.
Technically Proficient
We recognize that technology disputes involve unique legal and business issues. Our technical understanding has been informed by working with leading firms in computer hardware and software, medical devices and life sciences, outsourcing and consulting, Internet, e-commerce, privacy, electronic contracting, and telecommunications industries. Morris, Manning & Martin’s Technology litigators bring to each matter a high level of litigation expertise and a practical understanding of the technology, while also remaining focused on the relationship between the disputes and our clients’ pursuit of their business and personal goals.
Agile Partners
Our Technology litigators work closely with colleagues in other practice areas at the firm, such as employment, intellectual property and technology transactions to fully serve our clients' cases. We vigorously defend our clients’ positions with thorough legal arguments and research based on the latest technology developments. Recognizing that litigation often can be an unwanted, distracting and time-consuming process for our clients, our lawyers often counsel clients on courses of action that will minimize the necessity of litigation and maximize their position in the event litigation arises.
Key Services:
From wireless to data, wireline to Internet, the telecommunications industry relies on Morris, Manning & Martin’s Telecommunications Practice for solid business deals, legal safeguarding and creative commercial solutions.
Deal Makers
We are veterans at industry mergers, acquisitions and strategic alliances, landing more than $15 billion in transactions for our Telecommunications clients. Deals like the merger of Powertel with Deutsche Telekom and VoiceStream Wireless, Nortel’s acquisition of Qtera, the joint venture of Powertel, Sonera and Eliska Wireless to acquire DiGiPH PCS, and the acquisition of Via Wireless by UbiquiTel Holdings demonstrate our bandwidth. New solutions such as IP telephony are studied for potential legal implications masked by market opportunities. Unique business concerns are handled by a cross-functional team of lawyers, including corporate, intellectual property, technology and regulatory practitioners.
New Technologies
New technologies are transforming communications, requiring business-critical decisions relating to services, contracts and ventures. At every step, our Telecommunications lawyers craft agreements, advise on partnerships and help weave services into our clients’ evolving infrastructures. We guide negotiations over service agreements related to tariffed and non-tariffed services, hosting and co-location agreements, joint venture agreements, and other service and equipment contracts. With our counsel, clients transact complex equipment and software purchase agreements for routers, switches, testing equipment and related hardware and software. We have developed large sale-leaseback transactions for valuable telecommunications assets. Our negotiation savvy maximizes value of such unique and vital contracts, allowing efficient and strategic execution.
Protecting Intellectual Property
We provide sophisticated intellectual property services to our Telecommunications clients through collaboration with our respected Intellectual Property Practice. Whether clients need patent prosecution, trademark and copyright registrations, or technology licensing, they find the breadth of skills and experience required at Morris, Manning & Martin. The latest insight on evolving federal and state legislative and regulatory activities comes via our Washington, D.C.-based lawyers. From informed regulatory coverage to sophisticated negotiations, clients of our Telecommunications Practice tap into a direct current of counseling excellence.
Key Services:
Although small remotely operated aircraft have been around for decades, the recent explosion in the use of drones in military operations and the availability of drones for commercial or personal use has precipitated a blitzkrieg of regulatory and legislative activity. From a use perspective, staying out in front of this technological wave is a business imperative as the Association for Unmanned Vehicle Systems International estimated in a 2013 report, that in the first three years of integration of drones into the U.S. economy, more than 70,000 jobs will be created with an economic impact of more than $13.6 billion. The report further estimated that this benefit would grow through 2025 with more than 100,000 jobs created and economic impact of $82 billion.
Operating a drone, or UAS, the term used by the FAA, which stands for Unmanned Aircraft System, even a small one for recreational purposes, has legal implications for the operator and owner. Commercial operators have greater restrictions. These range from operational regulations and restrictions under Federal and State law, to privacy, trespass and nuisance issues, to tort liability for damage to property or individuals. Staying out in front of this legislative and regulatory landscape is an equal imperative. Morris, Manning & Martin’s UAS/UAV/Drone practice brings together a cross disciplinary group of attorneys with experience in the areas needed to assist clients with drone operations, managing them in the most effective way possible to optimize compliance, limit risk and minimize damages.
Key Services
Intellectual property
Insurance considerations
Products Liability
Tort Liability
Privacy issues
Federal/State Regulatory Compliance
FAA Compliance
Practice Overview
MMM’s UAS/UAV/Drone practice consists of an interdisciplinary group of leading attorneys that provide a broad range of expertise and experience. As an emerging technology, the commercial use of UAS/UAV/drones present unique legal challenges and opportunities that operators and owners will need to take into consideration. MMM provides the insight and legal expertise from a range of perspectives, including insurance, products & tort liability, intellectual property, data privacy, and regulatory compliance.
At Morris, Manning & Martin, our Venture Capital Practice provides a full range of legal services to the venture capital and emerging market communities. The lawyers in this practice group are committed to providing our clients with creative, practical and cost-effective assistance. We are the leading provider of value-added legal services for technology, technology-enabled and business services with a presence in the Southeast who want to grow rapidly and have a successful liquidity event within 5-6 years.
We represent hundreds of growth companies in all phases of their life cycles, from incorporation, business plan preparation, seed and venture capital financing, intellectual property protection, employment matters, strategic relationships, business combinations and initial public offerings.
The Venture Capital Relationship
Our lawyers understand the venture capital process and offer clients strategies for negotiating and structuring venture investments. Lawyers in our Venture Capital Practice stay abreast of the evolving standards by which clients evaluate investments and the market terms of venture investments. We believe that a close understanding of the economics and business realities of each deal is critical to efficient deal management and effective representation. We understand the balance between obtaining appropriate terms and cultivating quality, long-term relationships between venture capital investors and the emerging growth in which they invest. We strive to maintain this balance while helping our venture capital investor and emerging growth company clients with the successful completion of their financing transactions.
All Stages of the Life Cycle
Through our longstanding history of representation of emerging growth companies, we have developed a solid understanding of the industries in which our emerging growth company clients participate and the specific legal needs of early stage enterprises. As a result, we are uniquely positioned to anticipate issues for fast growing companies, provide practical advice on a cost-efficient basis and help guide emerging growth companies through all phases of their life cycles.
Representative Transactions:
Representation of a technology based expedited delivery company in venture capital transactions in excess of $110 million received from national VC funds, its senior and mezzanine credit facilities and general corporate matters.
Representation of a clean-tech/waste-to-resource company in multiple rounds of venture capital funding (in excess of $100 million), debt transactions and bolt-on acquisitions.
Representation of a marketing technology company in multiple rounds of venture capital funding (in excess of $100 million), senior and mezzanine debt transactions and bolt-on acquisitions.
Representation of a data analytics company in multiple rounds of venture capital funding (in excess of
$75 million), senior and mezzanine debt financings and bolt-on acquisitions.
Representation of a technology based expedited delivery company in a $40 million venture capital financing.
Representation of sellers in $32 million sale to a private equity sponsored competitor in the plastics manufacturing industry.
Representation of a technology company building a cloud computing storage platform in an $11 million venture capital financing.
Representation of an electronic health records software provider in a $4.5 million venture capital financing.
Representation of a social media based apartment rental company in a $2 million venture capital financing.
Representation of over twenty (20) early stage technology companies in angel round and Series A financings ranging from $100,000 to $5 million.
