Steven D. Barrett
Jeff P. Johnson
Areas of FocusExpand All Collapse All
Hardware, Software, IT and ServicesOur clients in the ever-changing and fiercely competitive hardware, software, IT and services industries depend on us to strategize and negotiate transactions that take advantage of opportunities now while protecting their innovations and preserving flexibility for the future. We structure, negotiate and draft all types of licensing, distribution, product development, joint venture and strategic alliance agreements for these clients, often drawing on the deep experience of WilmerHale’s unique capabilities in regulatory, intellectual property, corporate and tax law. We represent both mature and emerging companies with business models centered around offering software and/or professional services relating to analyzing and extracting insights from large data sets. We frequently draft and negotiate data license agreements, software-as-a-service (SaaS) agreements, website terms and other services agreements in which data is the core subject of the license. We also advise technology clients on big data issues that arise in outsourcing, joint venture and other transactional matters. Our attorneys keep a close watch on internet-related legislative and regulatory developments in the United States, the European Union and elsewhere, and leverage our up-to-the-minute knowledge to advise clients in areas such as data privacy and security, copyright infringement, and export restrictions.
Life SciencesFor companies in the life sciences sphere, licensing intellectual property and establishing strategic alliances are critical. WilmerHale’s experienced licensing lawyers shepherd biotech, pharmaceutical, healthcare and medical device clients of all sizes through the complex transactions that make their businesses possible, including a broad range of licensing, collaboration, strategic alliance and joint venture agreements. Our attorneys also excel at brokering manufacturing and supply agreements, contract research and development agreements, distribution and commercialization services agreements, and material transfer and confidentiality agreements. They also frequently represent life sciences clients as they license patents—often the foundations of their companies—from, and sponsor research at, leading academic institutions across the United States and Europe. Backed not only by their own experience but also the deep well of knowledge possessed by the firm’s patent, tax, antitrust and EU competition lawyers, our transactional attorneys are ready to handle even the most multifaceted matters. Our team helps clients protect their innovations, forge strategic alliances, and successfully navigate a complex, dynamic industry.
Our Outsourcing Practice supports clients who seek comprehensive assistance in negotiating and managing complex outsourcing contractual arrangements, and our lawyers have represented many leading global corporations and financial institutions. We address all major legal and regulatory elements of these transactions—including privacy and data security, intellectual property, employment, tax, governance, and dispute resolution—and apply years of practical experience to assist our clients in structuring agreements that enhance their long-term performance and are consistent with their strategic objectives. Our attorneys have extensive experience and we have represented clients in more than 200 major outsourcing transactions. As a result, we have a robust understanding of the domestic and international commercial outsourcing marketplaces. We have experienced outsourcing lawyers based in the United States and Europe, and the practice is consistently recognized by numerous rankings organizations and publications.
We assist our clients in all aspects of outsourcing transactions, including preparing and negotiating the services agreement and related exhibits, and continue to advise clients throughout the negotiations and life cycle of the relationships. We are quite familiar with emerging outsourcing models and new technologies that are influencing the marketplace, such as cloud computing and autonomic. We have extensive experience representing clients in virtually every industry, including retail, manufacturing, banking and other financial services, insurance, technology, general commercial, telecommunications, construction, healthcare and medical devices, transportation, electronics, biotechnology and pharmaceuticals, internet and e-commerce, and business services. Our lawyers have represented clients on the outsourcing of virtually every type of IT and BPO service, including data center and other infrastructure, application development, network services, finance and accounting functions, procurement, call center, mortgage processing, insurance and other claims, and HR services. We also have a particular depth of experience with legal compliance issues faced by regulated businesses and can draw upon the experience of our leading Financial Institutions and Securities Practices when needed.
Technology Licensing and Collaborations
- Represented a United States-based airline in an agreement with a Mexican low-cost airline to offer codeshare nonstop US-Mexico flights.
- Represented a solid-state battery start-up in its separate agreements with Mercedes-Benz and Stellantis to commercialize its battery technology.
- Represented Inpher, a privacy enhancing technology company, in negotiating complex license to use agreements with multiple organizations and their sublicenses, including The Canadian Pension Plan Investment Board, DataCo Technologies, and In-Q-Tel.
- Represented Analog Devices in numerous joint development and collaboration agreements with companies in various technical markets which offer synergies to Analog.
- Represented AxonVibe, Inc., a smartphone application technology provider, on the deployment of its “Essential Connector” mobile application with the Metropolitan Transportation Authority (MTA) for the MTA’s provision of alternative transportation for essential workers during the New York City subway closures.
- Represented Blue Apron regarding intercompany technology and other services agreements.
- Represented Halomine Inc., a Cornell University-based spin out company, in the negotiation of its strategic collaboration agreement with Diversey, Inc. for the commercialization of chlorine-related cleaning technology, which is particularly effective against viruses.
- Represented Hilton in an exclusive co-branded credit card partnership agreement with American Express.
- Represented Intuit, a global financial technology platform, in the negotiation of agreements with Cross River Bank and other parties in connection with the Paycheck Protection Program offered by Intuit.
- Represented nference, inc., a leading AI provider in drug development, in the negotiation of multiple highly complex data sharing and collaboration agreements between nference and several leading hospital networks in the USA.
- Represented numerous defendants and plaintiffs in various Patent litigations in the strategy, drafting and negotiation of complex, high-stakes settlement agreements.
- Advised on complex technology, licensing and IP considerations of numerous prominent M&A deals, including Acacia Communications’ $4.5 billion acquisition by Cisco Systems; Forendo Pharma’s acquisition by Organon; Houghton Mifflin Harcout Company’s $2.8 billion acquisition by Veritas Capital; Harmonix Music System’s acquisition by Epic Games; and PerkinElmer’s $5.25 billion acquisition of BioLegend.
Life Sciences Licensing and Collaborations
- Represented Apellis Pharmaceuticals, a clinical-stage biopharmaceutical company developing therapeutics, in a strategic collaboration with Swedish Orphan Biovitrum AB (Sobi) valued up to $1.25 billion to accelerate the advancement of systemic pegcetacoplan, a targeted C3 therapy, for the treatment of multiple rare diseases with high unmet need.
- Represented Arbor Biotechnologies, developer of genomic tools designed to improve human health and sustainability, in its strategic research collaborations with TCR2 Therapeutics and Vertex Pharmaceuticals.
- Represented Autobahn Labs, a virtual incubator partnering with top academic research institutions, in a drug discovery partnership with the University of California San Diego to bring novel therapeutics to market, and in a strategic collaboration with the University of California San Francisco to identify promising early science.
- Represented Beam Therapeutics, a biotechnology company developing precision genetic medicines through base editing, in its exclusive, four-year research collaboration with Pfizer.
- Represented Carisa Therapeutics, a biopharmaceutical company, in a strategic collaboration agreement with Moderna Inc. to discover, develop, and commercialize in vivo engineered chimeric antigen receptor monocyte (CAR-M) therapeutics for cancer treatment.
- Represented D.E. Shaw Research, providing research and development services to the biochemistry sector, in its exclusive license agreement with Eli Lilly for the development and commercialization of pharmaceutical products to treat immunological and inflammatory diseases.
- Represented Editas Medicine, a leading gene editing company, in various strategic collaboration and licensing transactions, including its amended collaboration with Celgene Corporation, now a subsidiary of Bristol-Myers Squibb, to research, develop, and commercialize autologous and allogeneic alpha-beta T cell medicines for the treatment of cancer and autoimmune diseases.
- Represented EQRx, Inc., a biopharmaceutical company committed to making innovative medicines at dramatically lower prices, in a global strategic partnership with CStone Pharmaceuticals, a China-based based biopharmaceutical company.
- Represented Incyte Corporation, a global biopharmaceutical company, in a collaboration and license agreement with MorphoSys to develop and commercialize anti-CD19 antibody tafasitamab.
- Represented Mersana Therapeutics, a clinical-stage biopharmaceutical company focused on discovering and developing antibody-drug conjugates, in its global collaboration agreement with GSK.
- Represented Notch Therapeutics, an immune cell therapy company, in a collaboration with Allogene Therapeutics to research and develop induced pluripotent stem cell-derived allogeneic therapies for hematologic cancer indications.
- Represented Novo Nordisk, a multinational pharmaceutical company, in strategic collaborations with Dicerna Pharmaceuticals, Venture Therapeutics and Flagship Pioneering.
- Represented PTC Therapeutics, a biopharmaceutical company focused on discovering, developing, and commercializing medicine or patients with rare diseases, in a financing agreement to monetize a portion of the risdiplam royalty stream for $650 million from Royalty Pharma plc.
- Represented Repare Therapeutics, a precision oncology company, in a strategic research collaboration with Bristol Myers Squibb to jointly identify multiple synthetic lethal precision oncology targets for drug candidates.
- Represented Ribometrix, a company specializing in RNA-based therapeutics, in a strategic collaboration with Genentech, a member of the Roche Group, to discover and develop novel RNA-targeted small molecule therapeutics against several targets.
- Represented Verve Therapeutics, a biotechnology company pioneering a new approach to the care of cardiovascular disease, in its exclusive, four-year global research collaboration with Vertex Pharmaceuticals.
- Represented Voyager Therapeutics, a biotechnology company dedicated to breaking through barriers in gene therapy and neurology, in its strategic collaborations with AbbVie, Neurocrine Biosciences, Pfizer, Novartis and Roche.
- Represented a US-based apparel brand in a cross-border warehouse outsourcing deal.
- Represented a multinational investment bank in connection with an outsourcing and related transaction with Broadridge to create a new wealth management platform, as well as in a financial technology licensing matter.
- Represented a hedge fund manager in the outsourcing of its middle and back-office functions to a financial software company.
- Represented a waste management company in the negotiation of a services agreement for the operation of a platform for managing trucking related operations.
- Represented a major financial institution in a transaction with Nasdaq that involved the development of an outsourced trading platform by Nasdaq.
- Represented an insurance provider in a full scope IT and BPO transaction with an American multinational information technology services and consulting company.
- Represented a global financial services group in connection with a services agreement to outsource securities research and other functions to Wolfe Securities.
- Represented an American financial services firm in a full scope BPO outsourcing transaction with Genpact.
- Represented a global biopharmaceutical company in a major outsourcing transaction with a French IT company covering most of the biopharmaceutical company’s IT operations, as well as in a follow-up transaction relating to the outsourcing of the company’s global procurement operations.
Among the Best Firms in Massachusetts for Technology
Life Cycle Firm of the Year
LMG Life Sciences
Top Law Firm for Technology Transactions
The Legal 500
- Chambers Global – Recognized 28 WilmerHale lawyers and 28 practice areas, including our Technology and Life Sciences Practices (International & Cross Border), in its 2022 edition.
- Chambers USA: America’s Leading Lawyers for Business – Named our Technology Practice among the best in Massachusetts in its 2020-2022 editions.
- The Legal 500 United States – Recognized WilmerHale’s Technology Transactions and Licensing practice among top law firms for our work in the areas of Outsourcing and Technology Transactions in its 2010–2022 editions.
- Best Lawyers in America – Recognized 118 WilmerHale attorneys for 2022, naming 9 as “Lawyers of the Year.”
- Law360 – Named WilmerHale a Technology Practice Group of the Year from 2016-2018 and 2022, an award recognizing the firm’s key role in the significant matters that made headlines and changed the legal landscape within the past year.
- LMG Life Sciences – Named WilmerHale the Life Cycle Firm of the Year in 2022 – for the tenth consecutive year. Awarded the firm a Finance and Transactional Impact Case of the Year Award in 2017 for counseling Editas Medicine in its licensing and collaboration with Allergan, and a Hatch-Waxman Impact Case of the Year Award in 2018.
- U.S. News - Best Lawyers® – In the 2010–2023 “Best Law Firms” rankings, our Corporate, Mergers and Acquisitions, and Venture Capital Practices were ranked in the first tier nationally and in Boston, along with our Corporate Practice also being ranked in the first tier in New York and Washington DC. Our Technology Practice was also ranked in the first tier nationally and in Boston.
- IAM Patent 1000 – Ranked as a leading firm for litigation in the US and UK, and in regional US rankings in California, Colorado, the DC Metro area, Massachusetts and New York (2018–2021).
- In Vivo – Named Regeneron’s novel deal with Decibel Therapeutics, represented by WilmerHale, as the Top Alliance 2017 Deal of the Year.