LEGAL GUIDE TO INFORMATION TECHNOLOGY
PLANNING CHECKLIST
Corporate Finance
Startup
- Shareholder agreements
- Government-backed loans
- Government grants
- Debt structuring
- Stock for services
- Restructured Stock
- Qualified Stick Option Plans
- Venture capital
- Unsecured financing
- Supplier-provided financing
- Private placements
- Strategic alliances
- Sale of assets or company
- Management buy-outs
- Initial public offering
- Sales and licensing
- Employment taxes
- Foreign taxes
- Income taxes
- Gift and Estate taxes
- Export tax incentives under American law for U.S. - made software
- Foreign tax treaties
- Insurance, including directors'/officers' liability, errors/omissions; other
- Indemnification, including infringement, liability to third parties
- Governmental immunity
- Business continuity/disaster recovery planning
- Regulatory compliance
Personnel
- Recruitment, compensation, termination of employment
- Confidentiality and non-competition
- Clean-room development techniques
- Outsourcing of labor-intensive or non-core business activities
- International considerations: offshore development; H1B visas, localization of product for foreign markets
- Incentive compensation, including stock options, phantom stock, bonuses, premiums and contingencies
- Regulatory compliance
- Cash flow management
- Management of installation, training and support
- Legal protections (civil and criminal) of trade secrets software, interfaces, data bases, compilations, multimedia and domain names: copyrights, trade secrets, Economic Espionage Act of 1996, utility patents, EU directives, WTO TRIPs
- Web authoring: unfair competition, trade dress misappropriation, dilution, misrepresentation and design patents
- "Work for hire" issues
- Joint ownership issues
- Artist's and author's rights under Berne Convention and domestic laws
- Auditing intellectual property ownership for financing, mergers, divestitures
Distribution
- Agents, distributors, value-added resellers, and other relationships
- Pricing strategies
- Marketing law, including direct sales, telemarketing, mail order
- Licensing strategies and agreements
- "Shrink wrap" and "click wrap" licenses
- Source code escrows
- Dispute resolution techniques, both domestic and international
- Internet hosting, publishing, portals, wikis, blogs
- Electronic Data Interchange ("EDI")
- Network integration
- Electronic commerce, digital signatures
- Electronic credit card rules
- Convergence of Web and telephony
- American export controls
- Foreign agents and distributors: Foreign Corrupt Practices Act, public policy issues under foreign laws
- European regulation of licensing and distribution of software and databases
- International strategies: instant "Widget Global Solutions" Company with offshore operation from startup
- Foreign laws, including regulation of Web content, advertising and business presence, privacy and government subsidy programs for American investment abroad
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