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  • US Data Privacy on the Move and the Impact on M&A

Moderator: CYNTHIA COLE, Special Counsel – Corporate, Baker Botts LLP

Panelists:

ERICA BROWN LEE, SVP and Assistant General Counsel, Mastercard

RACHEL MEARS, Chief Business Officer, Modern Meadow

HAVONA MADAMA, Chief Privacy Officer and General Counsel, Bombora, Inc.

Overview:  
May 25, 2018, the EU’s General Data Protection Regulation (GDPR) goes into effect and on June 28, 2018 California passes the California Consumer Privacy Act (CCPA) which sets off a chain reaction with other states adopting similar legislation. And just like that, in a matter of months, US companies have to face data privacy from an entirely new direction. The race for federal preemption is launched. But a federal law on data privacy which would un-seed state momentum has not yet seen the light of day, so California remains in the lead of shaping the US data privacy landscape and ready for its January 1, 2020 effective date.  These new laws and regulations have had a profound impact on US companies, including increasing risk of fines and private litigation. And Data privacy has spilled into M&A activity and deal making in general.

This panel will explore the current state of data privacy in the US, focusing on the CCPA and other highly impactful state laws, and how these have shaped M&A from due diligence to deal value.  We will also discuss how we see trends in data privacy to impact M&A in 2020.

 

  • Strategic IP Diligence in M&A

Moderator: LUKE PEDERSEN, Partner – Intellectual Property, Baker Botts LLP

Panelists:

EDWARD TEMPESTA, Senior Counsel, IP, Mastercard

JULIE SOLOMON, VP, Deputy GC M&A Securities/Contracts, Pitney Bowes

Overview:
Intellectual property (“IP”) and technology often account for 80% or more of the value of a company or assets being acquired. The intangible nature of such assets significantly complicates the evaluation and subsequent valuation of the acquisition target. Moreover, the sufficiency of IP rights often depend not only on the IP assets themselves but require consideration of (i) how they are being used by the target in the provisioning of products and services to its customers; and (ii) how the acquirer intends to use them in the future. Separate and apart from the IP rights being acquired, the acquirer’s right to continued use may be impacted by third party IP rights (esp. patents) unknown to the target and difficult to ascertain by the acquirer in the compressed time frame of a transaction.

 This panel will consider each of these topics and discuss strategic techniques used to identify critical issues that impact deal viability or value and remedial measures to alleviate these concerns.

  • Particular emphasis will be placed on IP rights in software (proprietary, third party commercial and open source) and patents.

               

Tywanda Lord and Laura Miller, Kilpatrick, Townsend & Stockton, LLP
79 pages

In this ACC guide (InfoPAK), explore an overview of key legal issues that can arise from modern advertising campaigns and promotions under US law, and learn practical tip to address these challenges.

Foley & Lardner LLP
3 pages

This is a sample mutual confidential disclosure agreement.

Resource Details
Interest Area: Commercial and Contracts
Region: North America
Audience: New to In-House, Small Law Departments, Large Law Departments
Contoural, Inc.

Learn strategies for in-house counsel and the legal department to plan and support the effective implementation of a records retention policy and schedule for the business. This in-depth guide presents key challenges regarding the execution of a records retention schedule, a comparison of different methods, strategies to get started, and tips on employee behavior change management and training, legacy paper and electronic disposition, addressing offsite records, and upgrading a records program to information governance.

Resource Details
Source: Resource Library
Region: United States
Audience: Legal Operations
2 pages

83 FR 46681 - Notice of proposed rulemaking: Revisions to The Standard for Determining Joint-Employer Status

Resource Details
Source: Resource Library
Region: United States
Anna Wassenberg
6 pages

Risk assessment and mitigation begins internally. One of the ways in-house counsel assess and minimize risk is through the contract process — which begins long before redlining.

This policy template helps employers frame that sales and marketing activities comply with all applicable Federal and State laws and regulations, including, but not limited to, Federal and State physician self-referral laws.

Foley & Lardner LLP
20 pages

In this template/checklist members of the health law industry can track developments in their acquisition project, using the best due diligence practices.

Resource Details
Interest Area: Commercial and Contracts
Source: Resource Library
Region: United States
Subscribe to Commercial and Contracts
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