Technology Transactions

Every collaboration — whether in software integration, AI model training, or joint development — creates exposure for your IP. We help clients design agreements that clearly define ownership and use rights and that minimize potential liability. Early legal structuring prevents costly disputes later.

Limitation-of-liability and indemnification clauses often determine the real business risk in a deal. We negotiate key terms, including caps, exclusions and carve-outs, that align with your risk tolerance and insurance coverage, protecting against open-ended exposure while maintaining commercial credibility with counterparties.

Indemnities are frequently the most misunderstood — and most potentially problematic — provisions in technology contracts. We help clients identify hidden risks and help ensure protection for IP infringement, data breaches and third-party claims.

Ownership of AI-generated output depends on how the system is trained, who provides the inputs, and the terms of the governing license. We help clients structure agreements that secure rights to the outputs they create, clarify ownership of model improvements, and protect confidential or proprietary training data.

Yes, AI tools may inadvertently replicate copyrighted or proprietary materials from their training data. We help clients evaluate vendor terms, negotiate indemnities, and implement safeguards to reduce infringement risk and preserve defensibility in downstream use or publication.