Taking into account all Legal, Tax, IP, Regulatory Compliance and Contractual Risks we create the ‘waterproof’ agreements for Software Companies such as:

- Software Development (Proprietary Software Development Agreements);

- Source Code Escrow Agreements;

- Software Licensing: Proprietary Software License Agreements (EULA for SaaS/Mobile Apps, Application Programming Interface (API) License Contracts, etc.) and Free & Open-Source Software (FOSS) License Agreements;

- Software Installation, Maintenance & Support Services Agreements;

- Computer Hardware & Network Systems Installation & Maintenance Services Agreements.

Once Software Startups become Scale-Ups or High-Growth Businesses, we are able, when required or necessary, to manage the Legal, Contractual (Shareholders’ Agreements, Share Transfer Agreements, Investment Agreements, etc.), IP (Protection of IP Assets such as Software Patents, Source Code Copyrights or Software Trade Secrets) and Tax (Optimization) aspects of their corporate restructuring and reorganization.

Many of our clients are B2B / B2C / C2B E-Commerce Startups or SMEs (including for example Online E-Commerce Marketplaces or Digital Marketing Agencies). Such Startups and SMEs need to sell their products and services via the Internet or their domain name(s) in a legally compliant and contractually secure way. To satisfy this need for legal and contractual security, we typically provide such Clients with a variety of customized and ironclad legal documents including for instance:

- Website Design, Development, Hosting & Maintenance Services Agreements;

- Website or Mobile App T&Cs and GDPR-Compliant Privacy Policy;

- Search Engine Optimization (SEO) Service Contracts, Social Media Influencer Marketing Service Agreements, Performance/Affiliate Marketing Service Contracts (for Digital Marketing or Advertising Agencies);

- Intermediation Service Agreements (for Online E-Commerce Marketplaces);

- Domain Name Sale and Purchase Agreements;

- DMCA take-down notifications in case of copyright infringement or DMCA counter-notifications to fight/dispute copyright infringement claims.

The widespread use of social networks has made people, businesses, legislators and regulators more and more aware of both the value of Personal, Business and Market Data and the need to protect them. Therefore, we help our Clients:

- comply with the GDPR framework (including by creating or reviewing customized and GDPR-compliant Privacy Policies and Data Processing Agreements);

- understand (i) the implications of the EU–U.S. & Swiss-U.S. Privacy Shields, and/or (ii) how to remain compliant with the US Electronic Communications Privacy Act (ECPA);

- by drafting for them:

• Cloud Computing Services Agreements,
• Cloud-based Data Management Services Agreements,
• Cloud Infrastructure-as-a-Service (IaaS) Agreements,
• Platform-as-a-Service (PaaS) Agreements,
• Cloud Desktop-as-a-Service (DaaS) Subscription Agreements,
• Cloud Reseller Agreements,
• Data Hosting/Storage Service Agreements,
• Managed Data Backup and Disaster Recovery Service Agreements,
• Digital Data License Agreements,
• Business and/or Market Intelligence Service Level Agreements (SLAs).
• (Mass) Data Migration/Transfer Services Agreements (i) taking into account legal and regulatory restrictions or barriers on Cross-Border Data Flows and (ii) in line with National Data Localization Laws (if any).

From an IP Law perspective, we advise our Clients on how to secure protection of their Business Data by seeking Trade Secret, Copyright or Tangible Property Protection (e.g. Legal Protection of Databases under the 96/9/EC Directive).

From a Tax Law perspective, we assist our Clients in understanding the potential tax implications of collecting, processing and selling Users’ Personal Data in view of the gradual introduction of Web/Digital Taxes in many countries across the world.

E-Commerce Merchants with security flaws in their payment systems are statistically the most exposed to fraudulent and criminal cyber-attacks including e.g. Denial-of-Service (DoS) attacks or attacks aimed at stealing their Customers’ Credit/Debit Data. That is why such E-commerce Start-ups hire Cyber Security or End-to-End Encryption (E2EE) Firms to be adequately protected against such risks. The business relationship between Digital Start-ups and E2EE or Cyber Security Firms is typically regulated by sophisticated and technical agreements which we either:

(i) prepare from scratch for E2EE or Cyber Security Businesses Firms in line with applicable laws and regulations including the Directive (EU) 2016/1148 of the European Parliament and of the Council of 6 July 2016 concerning measures for a high common level of security of network and information systems across the Union, or

(ii) review, edit and negotiate for and on behalf of our e-commerce clients during the negotiation process with the opposing party namely the E2EE or Cyber Security Firm.

Such Cyber Security Contracts include for instance:

- E-Commerce Platform Network Security Assessment Agreements,

- Data Security & E2EE Agreements which for instance help prevent Eavesdropping,

- Computer Security Agreements which help counter Direct Access Attacks,

- Cyber-Attack Monitoring Services Agreements,

- Vulnerability Scanning, Assessment and Management Service Contracts,

- Penetration Testing Service Agreements (including the Testing Consent Forms to be signed by the beneficiaries of such services),

- Red Team Assessment Service Agreements,

- Multi-Factor Authentication (MFA) Service Level Agreements which help prevent Backdoors Attacks.

AI /ML Startups hire Data Scientists, AI Engineers and Data Miners to design, code, test and deploy (i) Algorithmic Solutions e.g. for Contract Management Purposes, or (ii) Algorithmic (Big) Data Mining/Analytics Tools. We provide such AI and ML Startups with Contract Drafting & IP Law Services to ensure that their IP assets are fully protected under the contractual relationships they have with each staff member.

We assist, advise and represent various actors of the Video Game and E-Sports industries including:

- Video Game Developers, Publishers and Distributors (Video Game Development, Publishing, License and Distribution Agreements which we draft, review and negotiate with a view to protecting Developers’ Intellectual Property Rights when they are our clients);

- by drafting and negotiating Player Contracts or Team Participation Agreements for and on behalf of players or teams;

- E-Sports Tournament Organizers which sign E-Sports Event Broadcasting Agreements with TV Channels; and

- E-Sports Technology-focused private equity funds with their E-Sports Investment Agreements.

We provide legal consulting services to new entrants and established telecommunications providers seeking access to private and public property for the installation and maintenance of telecommunications facilities. For instance, in the wireless sector, we assist Mobile Virtual Network Operators (“MVNOs”) deploy networks in a safe regulatory and contractual environment by:

- drafting and negotiating for them facilities access and siting agreements (e.g. Ground leases, Rooftop Leases and Management Agreements, Pole Attachment Agreements, indoor and outdoor Distributed Antenna System (iDAS and oDAS) Agreements and Fixed Wireless Access Licensing Contracts), and

- helping them navigate through Federal Communications Commission (FCC) licensing proceedings (including spectrum auctions).

We also provide Telecommunications Equipment Manufacturers with regulatory compliance advice.

More broadly in the field of Telecommunications, we provide our clients with drafting and negotiation services in connection with:

- Streaming (Digital Satellite TV Live Broadcasting Agreements and Multi-Level Internet Broadcasting Contracts),

- VoIP (VoIP Services Contracts, VoIP Interconnection Agreements),

- Roaming, Backhaul and Inter-Carrier Agreements,

- Mobile Networks (Mobile Network Sharing Agreements),

- Virtual Private Networks (VPN Remote Access User Agreements),

- Mobile Payment Systems (Strategic Partnership Agreements for Mobile Network Operators also called “MNOs”).

From a Tax Law perspective, we assist our Clients in understanding the Customs and Indirect Tax Framework that may affect their Telecommunications Business in the countries where they operate including:

• Customs Duties levied on their Telecom Equipment Goods (like in India);
• VAT levied on their Services (e.g. EU VAT rules on the Sale of Telecommunications, Broadcasting and Electronic Services; and
• VAT rules in the Gulf Cooperation Council (GCC) countries, etc.).

We provide legal consulting services to:

- Blockchain (whether Public or Private) and Smart Contract Development Companies (advising on the Legal Nature and Enforceability of Self-Executing Smart Contracts),

- Blockchain-based Startups (advising on the issue of the Legal Recognition of Blockchain Registries),

- Cryptocurrency Mining (Cloud-based or Hardware-based) Companies,

- Crypto-Asset or Cryptocurrency Exchange Platforms,

- Cryptocurrency Wallet Development Companies,

- ICO-funded companies,

- Decentralized Crowdsourcing, Crowdfunding and Crowdlending (P2P lending) Platforms, and

- P2P crypto-fiat currency exchange platforms.

We are able to determine which national jurisdictions are the most Fintech or Crypto-Friendly in consideration of the specific needs of our clients who desire to start FinTech business activities. We draft, review and negotiate Digital Token/Coin Sale Contracts (advising on their Tax and VAT implications) and Cryptocurrency Exchange/Trading Platform Agreements. We handle and manage Initial Coin/Token Offerings (ICOs or ITOs) at contractual (White Papers), Corporate (Corporate Structuring), Tax (Tax Structuring & Implications) and Regulatory Compliance (Understanding how to comply with applicable regulatory frameworks) Levels. We also provide legal consulting services with regards to the establishment of P2P crypto-fiat currency exchange platforms. We support our FinTech clients in the implementation of internal procedures in order to comply with anti-money laundering (AML) requirements including those found under the Fifth Anti-Money Laundering Directive (5MLD).

From an IP Law perspective, we assist our FinTech Clients by identifying the most suitable IP protection for their FinTech Assets namely:

• Copyright Protection for their Computer Code, Application Programming Interfaces (API), Visual Interface Features;
• Trademark Protection for their Brands;
• Trade Secrets Protection for their important Business and Technical Information; and
• Invention Protection by properly filing well drafted patents for their Computer-Implemented Inventions where eligible.

From a specific Tax and Corporate Law perspective, companies operating in the financial sector develop FinTech products and services which become IP assets. In doing so, these companies incur substantial Financial Technology Development Costs. We then help these companies:

• determine the value of those IP assets and their allocation across the Company Group;
• understand the tax treatment of such IP assets with regard to the relevant IP profits generated (e.g. royalties);
• ensure their compliance with each country’s tax legislation as well as with Double-Tax Agreements;
• determine in which countries their Development Costs should to be allocated in order to be compliant with each selected country’s tax system.

We assist Industrial Tech Companies who provide goods and services, including high-tech, engineered products, software services and data analytics, which realize maximum automation and enhance production efficiency with regards to Industrial (1) Communications, (2) Test, Measurement & Instrumentation, (3) Electrical Components & Equipment, (4) Power Transmission, (5) Actuation & Control systems, (6) Mechanical Structures & Machinery, and (7) Integrated Systems.

From an IP Law perspective, we assist Industrial Tech Companies by drafting and filing their valuable patents, and by helping them protect their deep application know-how. Thus, we are able to (i) check the eligibility for Patents, (ii) perform Patent Searches for Nano-Technology, Robotics and Artificial Intelligence products, and (iii) seek Trade Secret protection where applicable.

On a Contract Law level, we create, draft, edit, negotiate and review:

- Research and Development (R&D) Agreements,

- Original Equipment Manufacturer (OEM) contracts,

- White Label Contracts, various Manufacturing & Engineering Contracts,

- Supplier Quality Assurance Agreements,

- 3rd-Party Logistics, Procurement and Freight Forwarding Services Contracts, and

- Industrial Cooperation/Collaboration/Joint Venture Agreements, etc.

From a Tax viewpoint, we assist our Clients involved in Scientific Research and Experimental Development activities in maximizing their R&D Tax Credits in each country they operate in, such as, for example:

• the Belgian Withholding Tax Exemption for Employers hiring highly-specialized workers in fields such as Bio-technics, Health care, Industrial Sciences and Technology;
• the UK Corporate Tax Relief for projects focusing on groundbreaking Advances in Science and Technology; and
• the French CIR (Crédit d’Impôt Recherche) for Fundamental and Applied Research and Experimental Development.

We assist Health Tech Startups, Health Care Providers/Institutions as well as Tele-Medicine and Tele-Health companies with regards to:

• HIPAA-compliance & Business Associate Agreements (BAAs);
• Informed Consent Forms & related liability issues;
• Medical technology (Medical Device Manufacturing Agreements);
• Medical Virtual Reality / “ MedVR ” (Content Licensing Agreements, Patents and Trade Secrets); and
• Telemedicine Services Agreements.

From an IP perspective, we assist our Clients in identifying their Health-Tech IP assets like Drug Formulations or Medical Procedures and where needed/eligible, in applying for Patent or seeking Trade Secret protection. Trademark protection may also be sought when it comes to large medical centers in need for Brand and/or Copyright protection in order to preserve their rights over Medical Publications, Protocols, Policies and Procedures.

From a Tax perspective, we guide our Clients in understanding the tax implications of the income generated by Healthcare Services provided remotely and/or outside of the hospital premises (for example, the application of the US Unrelated Business Income Tax – UBIT on income generated by the provision of non-exempt Healthcare Services).

We advise and support Solar, Wind and Hydro Power Technology Businesses with their Tax, Contract and IP law needs (e.g. Tax Implications of their investments; Manufacturing, Distribution, Import, Supplier Agreements, etc.). More specifically, we provide:

• Tax and Contract Law Services to Solar Energy Companies (Tax Credits for Solar Projects, Solar Energy, Procurement, Construction (EPC) & Installation Agreements, Power Purchase Agreements (PPAs) and Solar lease Agreements, advising manufacturers of PV solar panels on tax implications of importing/exporting solar panels);
• Contract Drafting Services to Wind Energy Technology Startups (Off-Shore Wind Energy Development Agreements), Biogas Companies (Feed Stock Agreements), Geothermal Companies (Geothermal Energy Project Development Agreements), Ocean, Wave & Tidal Energy Tech Startups (Ocean, Wave & Tidal Energy-related Agreements);
• Legal Consulting Services to Green/Clean Transportation Companies (e.g. Electric Vehicles (EV) Startups and Mature Clean Transportation Companies );
• Contract Law Services to Energy Service Companies (ESCO Agreements); and
• Our clients with advice and insight into green-oriented IP programs such as the USPTO’s green technology fast-track program.

From a Tax perspective, more broadly speaking, we assist our Clients in taking full advantage of any Tax Credits, Tax Breaks (e.g. Accelerated Depreciation Deductions; Interest Deductions) or Grants available in the countries where they operate. We also assist our Clients in understanding the Tax advantages related to Green Investing (e.g. Single-Owner Model; Single-Owner + Leveraged Debt Model) as well as to Green Project Financing options like Tax Equity (e.g. Sale and Leaseback Model; Partnership “flip”).