Technology Transactions Lawyers: Practical Counsel for Complex Deals

Technology has moved from the back office to the core of enterprise value. It drives revenue models, valuation, scalability, and long-term competitive advantage. Falcon Rappaport & Berkman (FRB)’s Technology Transactions Practice Group helps companies structure, negotiate, and close complex technology-driven deals with clarity and speed. We align contract terms with how products are built, sold, deployed, and supported so that agreements hold up under operational pressure, not just legal scrutiny. 

We bring contracts, data rights, intellectual propery, regulatory exposure, and operational risk into a single, coherent deal framework. Our work emphasizes precise scope, pricing tied to business value, commercially sustainable risk allocation, and practical governance that reduces disputes and supports scale. 

Industry-Focused, Technology-Forward  

We are industry agnostic and advise across SaaS and cloud infrastructure, enterprise software, data licensing, artificial intelligence, digital platforms, e-commerce, and media. What unifies our matters is the central role technology plays in value creation and operational continuity. Our Technology Transactions attorneys stay ahead of emerging trends and regulatory developments to deliver forward-looking, durable solutions. 

Technology and Commercial Agreements  

FRB’s Technology Transaction Practice Group structures and negotiates a full range of technology contracts, including: 

• SaaS and cloud services agreements 
• Software licenses and platform access agreements 
• Artificial intelligence implications of technology transactions 
• Development and co-development agreements 
• Hosting, support, and maintenance agreements 
• Professional services agreements and complex MSAs with layered SOWs 

We focus on service levels, data rights and usage controls, audit and verification, liability and indemnity frameworks, privacy and security alignment, and clear termination and exit mechanics,creating predictability long after signature. 

Software and Cloud Infrastructure  

We advise providers and enterprise customers on domestic and international SaaS and cloud transactions. Our work covers subscription and usage-based pricing, service credits, uptime and availability metrics, security exhibits, compliance alignment, and exit rights. We routinely integrate SaaS, data processing, and service level frameworks into a coherent structure that aligns privacy, security, and performance obligations. 

Data Licensing and Monetization  

We help companies unlock data value while meeting privacy, security, and regulatory requirements. We define permitted uses, aggregation rights, anonymization standards, derivative and output rights, and downstream restrictions, creating long-term value and defensibility. 

Intellectual Property Strategy in Transactions  

IP moves through licenses, assignments, development arrangements, joint ventures, and strategic alliances. We protect core IP, including trademarks, patents, copyright, and trade secrets, while enabling collaboration and commercialization. We design ownership, improvements, and derivative work structures that align with long-term product and business strategy. 

Outsourcing and Strategic Relationships  

We guide domestic and cross-border arrangements involving IT services, business process outsourcing, managed services, telecommunications, and network infrastructure. We focus on governance models, transition planning, data protection, performance accountability, and practical exit strategies, . 

M&A Support and Technology Due Diligence  

We support technology-driven mergers and acquisitions by assessing software, data, and IP assets in diligence and integration. We identify licensing gaps, change-of-control risks, data exposure, security obligations, and operational dependencies that affect valuation and deal timing. After closing, we assist with transition services, license restructuring, and operational alignment. 

Why Choose FRB’s Technology Transactions Group 

• Dual-sided experience. We represent buyers and sellers, cloud providers and enterprise customers.  
• Business-first execution. We approach technology transactions as business problems with legal consequences, focusing on terms that materially affect outcomes. 
• Efficient, durable deals. We reduce unnecessary friction, anticipate pressure points, and keep deals moving while protecting what matters most. 

Recent Experience 

• Negotiated a global SaaS, data processing, and service level framework for a Fortune 100 buyer, tying service credits to measurable uptime while preserving vendor IP. 
• Built AI model access and training data agreements for an analytics platform, defining output rights and restricting sensitive use cases to meet enterprise risk standards. 
• Structured a HIPAA-compliant business associate agreement and security exhibits aligned to SOC 2 controls for a healthtech company, integrating breach response and data mapping. 

Representative Transactions  

Our attorneys have closed more than a billion dollars in aggregate transaction value across software, SaaS, cloud infrastructure, data licensing, outsourcing, telecommunications, and complex IT services. Selected matters include: 

• Negotiated enterprise software licensing and services agreements with major vendors for international operators. 
• Structured multi-jurisdiction business process outsourcing, payroll, and managed call center arrangements. 
• Negotiated telecommunications and managed network services agreements for national and Fortune-ranked companies. 
• Advised on data and digital media licensing, e-commerce platforms, and large-scale database acquisitions. 
• Counseled on HIPAA compliance, core banking, online banking, and card processing agreements in regulated industries. 
• Resolved disputes and negotiated settlements concerning software licensing, development, and IP issues. 
• Conducted IP due diligence for complex acquisitions and advised early-stage companies on structure and partnering. 
• Negotiated enterprise artificial intelligence agreements. 

Speak with a Trusted Technology Transactions Lawyer 

We help clients close the right transactions on workable, durable terms. Contact with our Technology Transactions team today to discuss your objectives and timelines.