August 23, 2007
An SIIA Webcast

Moderator:
Adrian R. Cyhan, Senior Counsel, Foley & Lardner LLP Electronics Practice and Automotive Industry Team
Speakers:
Bert Kaminski, Managing Counsel North America Commercial Legal, Oracle USA, Inc.
Phil Pavay, Vice President of Business Development, Aladdin Knowledge Systems
David Rikkers, Senior Counsel, Foley & Lardner LLP Electronics, Mechanical & Electromechanical and Emerging Technologies Practices

Many joint development agreements contemplate long term relationships between the parties. It is crucial to carefully structure the arrangement up front, otherwise your company might find itself stuck in a bad situation with no way to get out. What are the companies' responsibilities and expectations regarding the joint development? Who will own the resulting IP, and how will it be enforced against third parties? What rights do the companies have to use the fruits of the relationship with outsiders? Who is responsible if the software product infringes third party IP rights? What is your remedy if the third party gets an injunction preventing further use of the developed software?

This presentation will focus on some of the important issues companies must address in drafting and negotiating technology transactions relating to software.

Topics covered will include:

• Types of Transactions/Agreements
• Types of IP generated in software co-development projects
• Assignment, ownership, and other rights in co-developed IP, and IP developed solely by one of the collaborators
• Assignability of licenses (e.g., in the event of sale of business)
• IP warranty, indemnification provisions