Fieldfisher

This Practice Note covers issues in a corporate transaction with which technology lawyers should be concerned, chiefly at the due diligence stage, but also at transition. Issues that may arise include whether the target has the necessary rights to the software and hardware, whether appropriate agreements are in place for networks and services such as the cloud or software as a service, and which warranties should be obtained.

This Practice Note has been archived and is not maintained. It provides information on the position under the Data Protection Act 1998 (DPA 1998). It is for background information only.

This Practice Note contains archived guidance on the above topic and is not maintained.

This Practice Note sets out the restrictions that a franchisor typically imposes on a franchisee in order to protect the franchisor’s business, including use of the franchisor’s confidential information, obligations not to compete with the franchisor’s business (restrictive covenants), no poaching provisions, severability and enforceability of restraints, and practical guidance on drafting restrictive covenants. It does not specifically consider competition law issues.

This Practice Note examines the key issues relating to the use of escrow arrangements for commercially sensitive materials relevant to software design (ie source code). It focuses on the reasons for source code escrow and provides specific guidance about escrow agreements, software as a service (SaaS), escrow agents and insolvency.

This Practice Note explains the key issues relevant to agreements governing IT systems development and systems integration projects. It suggests different ways of approaching systems integration and development projects and includes a checklist of key contract terms.

This Practice Note is an introduction to the EU’s General Data Protection Regulation, Regulation (EU) 2016/679, which is more widely referred to as the GDPR and referred to in this Practice Note as the ‘EU GDPR’ to distinguish it from the UK GDPR. The Practice Note provides an overview of the conceptual changes and the changes in regulatory oversight and additional obligations for organisations which were implemented by the EU GDPR. The Practice Note concludes with suggestions on how organisations can plan EU GDPR compliance activities.

This Practice Note considers the principal matters a franchise agreement should address including clarity over the rights to be granted to the franchisee and the relevant territory, whether the franchise can be granted on an exclusive basis, ensuring full consideration is given to the sales targets and development plans, the licensing of intellectual property rights and availability of trade names and domain names. The Practice Note also highlights the importance of a well drafted manual and the key areas a manual should cover.

This Brexit Q&A examines the mechanisms used in the European Union (Future Relationship) Act 2020 to implement the EU-UK Trade and Cooperation Agreement (TCA) and associated agreements, highlighting the specific and general provisions for implementation and the relevant interpretation provisions.

This Checklist is aimed primarily at customers (licensees) entering into agreements to license ‘on-premise’ software installed on the customer’s infrastructure. It is intended to give an overview of the key terms usually found in the supplier agreement.