Law Blog

Don’t Ignore Acceptance Testing Language in Your Next Software Deal

Don’t Ignore Acceptance Testing Language in Your Next Software Deal

Contracts, Negotiation, Software
Be honest-- as a software developer, how much time did you actually spend considering the acceptance testing language in your last development or licensing agreement? Negotiating and crafting a thorough acceptance testing clause in your agreement can be time well spent, not to mention a valuable risk management tool for your business. What is Acceptance Testing? As many of you probably know, software development, "master services", licensing and similar agreements oftentimes contain an "acceptance testing" section. Such language describes (or should anyway) a clear and mutually understood process by which the customer can verify that the software meets their business requirements. Such language can be vital to both parties where the software is costly or involves a complicated implementation by the software vendor. Below is a non-exhaustive list of issues…
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How Many Shares Should My Startup Authorize when Forming?

How Many Shares Should My Startup Authorize when Forming?

Business Formation, Corporations, Start-Up, Stock Options
Historical Stock Securities by pictavio via Pixabay As a Phoenix attorney that has represented a number of local and out of state startups, I can tell you that one of the Top 10 questions I get is some variation of, “How many shares should the startup company authorize at formation?” How many shares is my Startup required to authorize? First off, at least here in Arizona where I practice at least, there is no law or regulation that requires a startup to have a minimum or maximum number of shares that need to be authorized or to founders or set aside in an equity incentive program. With that said, there are practical and operational limits, which we explore in this post. Typically, with technology-oriented startups at least, I recommend that…
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Doing “Business” in CA? The CCPA Regulations Are Now Effective

Doing “Business” in CA? The CCPA Regulations Are Now Effective

Data Protection, Privacy, Terms of Service
Keyboard Computer Empty Private by geralt via Pixabay For those of you who have been wondering when the California Consumer Privacy Act regulations (which California Attorney General Xavier Becerra submitted to the Office of Administrative Law back in June) would be approved, you now have your answer: The regulations (which can be found here) were approved and went into immediate effect on August 14, 2020. While the CCPA’s formal enforcement date actually began on July 1st, approval and implementation of the finalized regulations now means that the California AG can bring enforcement actions against companies they've deemed to be in violation of the CCPA. As an e-commerce attorney who has been working with startups and more established companies on their online terms of service, privacy policies, and other disclosures to…
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Should I Register A Copyright in My Software?

Should I Register A Copyright in My Software?

Copyright, Intellectual Property, Software
Many software developers (as well as lawyers) focus entirely upon patent protection for the software code, oftentimes ignoring enormously valuable Copyright registration entirely. For reasons I outline in this post, Federal Copyright law is arguably the single most important legal protection available to you as a creator of software code. Copyrights explained (again) As I’ve written in earlier posts, a copyright in a work gives you an exclusive right to do a number of things with the work, such as copy, distribute, display, perform, or make adaptations to that work, among other rights. Copyright law says that no one else can do of these things with your work without your permission. Copyright protection is actually available for all copyrightable expression embodied in a computer program. Now notice how I said…
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Best Practices for Social Media Celebs and Paid Influencers after FTC v. Teami

Best Practices for Social Media Celebs and Paid Influencers after FTC v. Teami

Celebrity, Entertainment, Online Advertising, Social Media
Influencer by geralt. Pixabay License (image cropped) If you're a business that uses paid-endorsers and social media influencers as part of its marketing strategy, are you ready for elevated scrutiny by the Federal Trade Commission? The recent settlement reached between the FTC and health-focused teas and skin care maker Teami, LLC offers some clarity and guidance for social media advertisers hoping to stay out of legal hot water. The Background Section 5 of The Federal Trade Commission Act (15 U.S.C. § 45(a)) makes “unfair or deceptive acts or practices” in interstate commerce illegal. When it comes to product or service endorsements, Section 255.0 of the FTC’s Endorsement Guides provides that the connection between advertiser and endorser must be “fully disclosed” where the connection between the endorser and the advertiser might…
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