Now more than ever, technology is influencing the way we do business, communicate, move through and around the world, access and manage our homes, receive and administer healthcare, make purchases, secure information, and protect our most valuable property. Morrison Foerster keeps pace with this rapidly evolving landscape across our internationally recognized corporate, finance, intellectual property, and litigation practices. MoFo Tech brings together our insights relating to fields such as blockchain and distributed ledger, cloud and as-a-service technologies, driverless cars, drones, fintech, computer hardware and software, the Internet of Things, semiconductors, and telecommunications. The MoFo Tech blog offers real-time, in-depth analyses of the trends and complex issues shaping the global technology industry.<h2>ABOUT MORRISON FOERSTER</h2>Morrison Foerster is a leading global law firm that transforms complexity into advantage for its clients. Our clients include some of the largest financial institutions, banks, consulting and accounting firms, and Fortune 100, technology, and life sciences companies. Highlighting the firm’s commitment to client service, leadership in market-changing deals and impact litigation, and values-based culture, Morrison Foerster has been repeatedly recognized as one of the top 10 firms on The American Lawyer’s A-List. Year after year, the firm receives significant recognition from Chambers and The Legal 500 across their various guides, including Global, USA, Asia‑Pacific, Europe, UK, Latin America, and FinTech Legal. Our lawyers passionately care about delivering legal excellence while living our values. Morrison Foerster has a long-standing commitment to creating a culture that respects and celebrates differences, while providing an inclusive environment. The firm has achieved Mansfield Certification Plus since 2018 as a result of successfully reaching at least 30 percent women, communities of color, and LGBTQ+ lawyer representation in a notable number of current leadership roles and committees. The firm also has a long history of commitment to the community and society through providing pro bono legal services, including litigating for civil rights and civil liberties, improving public education and fostering the wellbeing of children, advocating for veterans, promoting international human rights, enforcing the right to asylum, and safeguarding the environment.

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Scott Llewellyn’s practice focuses on complex litigation in federal and state courts around the country, with an emphasis on patent and trade secret disputes. Over the past decade, he has worked on some of the most significant, high–profile IP cases involving technology for televisions, smartphones, and self–driving cars, relying on 40 years of experience with computer hardware and software. Scott also has significant experience with business divorce cases before courts and arbitrators, involving a mix of trade secret, patent, tort, and contract claims relating to technology development and implementation.Scott also has successfully tried general commercial arbitration and agency matters, briefed and argued various appeals in federal appellate court, and tried more than 20 cases for the Denver City Attorney’s office, most of them jury trials.Scott also has an active pro bono practice, having worked on a variety of criminal and immigration appeals, and having represented Colorado criminal defense and mental health organizations in high–profile suits against the state of Colorado for violations of the constitutional rights of defendants.At MoFo, Scott serves on the board of the Morrison & Foerster Foundation. In the broader legal community, he serves on the boards of the Colorado Lawyers Committee and Drop in the Bucket (a charity that builds wells and sanitation systems in sub–Saharan Africa).After law school, Scott clerked for the Honorable Clarence A. Brimmer, District of Wyoming, and the Honorable Diarmuid F. O’Scannlain, Ninth Circuit. He was also previously an adjunct professor at the Georgetown University Law Center.

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Partner

Scott Llewellyn’s practice involves complex litigation before state and federal courts around the country, with an emphasis on patent and trade secret disputes for high-tech companies, to which he brings more than 35 years of experience with computer hardware and software, in particular relating to the processing and transmission of audio, video, voice, and other types of data. Mr. Llewellyn has also tried commercial arbitration and agency matters; briefed and argued various appeals in federal appellate court; and tried more than 20 cases for the Denver city attorney’s office, most of them jury trials.

Scott F. Llewellyn

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MoFo Tech brings together legal insights and in-depth analyses on trends and complex issues shaping the global technology industry, covering fields such as blockchain and distributed ledger, cloud and SaaS technologies, driverless cars, drones, FinTech, computer hardware and software, the IoT, semiconductors, and telecommunications.

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MoFo Tech brings together legal insights and in-depth analyses on trends and complex issues shaping the global technology industry, covering fields such as blockchain and distributed ledger, cloud and SaaS technologies, driverless cars, drones, FinTech, computer hardware and software, the IoT, semiconductors, and telecommunications.

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Japan’s Approach to AI Regulation in 2025

Federal Circuit Clarifies Requirements for Prior Art Under Pre-AIA 35 U.S.C. § 102(e)

AI Agent as a Service in Medtech - Key Considerations for Commercial Contracts

D.C. Circuit Holds that Works Created Solely by AI are Not Copyrightable

Navigating Inventorship in the Era of AI-Assisted Drug Discovery

Given the broad use and relative importance of service-level agreements (SLAs) in a variety of contexts, in this blog post, we provide an overview of the basics of SLAs and what they should address. An SLA is an important part of any contract with a provider of technology-based products or services. Customers and providers use SLAs to establish performance expectations for a wide variety of services, ranging from software-as-a-service (SaaS), maintenance, hosting, support, or other cloud-based services, to delivery of tangible goods.An SLA sets out the provider’s performance obligations with respect to the services it provides to the customer in measurable and objective terms via defined service-level requirements. 1.  Elements of a service level<ul><li>Service scope: Definition of what services are covered by the service levels.</li></ul><ul><li>Performance requirement: Definition of what performance is required for the measured activity. Think of it as the substance of what specifically must be done to have performed the service level (the “what” of the equation).</li></ul><ul><li>Performance standard: Definition of the performance standard. Think of this as proportion of the time (or some other means of measurement like percentage of transactions) for which the performance requirement must be met in order for the service level to be achieved. <ul><li>Often this is expressed as a percentage of the time the provider has performed the measured activity in accordance with the performance requirement.</li><li>The provider may designate certain exceptions or carve-outs to the performance standard (e.g., windows during which not meeting the performance standard is excused).</li></ul></li></ul>2.  Measurement of a service level<ul><li>Measurement period: Definition of the time period over which the service level is measured (e.g., hourly, daily, monthly).</li></ul><ul><li>Means of measurement: Reporting or other means of measuring whether the above elements have been achieved. The provider is typically responsible for measuring the service levels and reporting on a regular basis (e.g., monthly) on actual performance against the service levels. <ul><li>The parties should avoid subjective standards that are susceptible to conflicting interpretations, such as “reasonable efforts.”</li><li>The customer may want to specify how the service levels are reported and require the provider to carry out trend analysis on problems that are occurring.</li><li>Failure to provide a service-level report on time, or at all, may legitimately result in a service credit (see below) since the customer does not have the necessary means to assess whether the relevant service levels have been met without a service-level report.</li></ul></li></ul>3.  Remedies for failure to achieve service levelsRemedies for failure to achieve service levels are typically: (a) fee reductions or service credits against fees incurred, and (b) ultimately, termination for repeated failures. a.      Fee reductions or service credits against fees incurredService-level requirements are keyed to a specific formula for calculating fee reductions or service credits that the provider must issue to the customer if performance falls below the required service level. The fee reductions or service credits can be weighted based on relative importance. Service credits are usually expressed as a percentage of fees for the applicable service, to be credited against future charges to the customer if the provider fails to meet a service level.<ul><li>Optional to include: <ul><li>“At risk” amount: The percentage of the fees payable over a specified time period that are subject to service level credits. <ul><li>Example: “The maximum percentage of Fees payable over a Contract Year that are subject to the Service Level Credits is 30% of the sum of that Contract Year’s monthly recurring fees.”</li></ul></li></ul></li><li>Weighting factor: Apply a percentage value to each Service Level (total of all percentage values corresponding to the Service Levels should add up to 100%). <ul><li>Example: “If Provider does not achieve any of the Service Levels, Fees payable hereunder will be reduced in an amount equal to the product of: (i) one-twelfth of the Annual At-Risk Amount, multiplied by (ii) the Weighting Factor for the Service Level that was missed.”</li></ul></li><li>Multiplier applied to weighting factor (if service level credits and “at risk” amount is applied): The percentage of the “at risk” amount that is attributable to the service level for purposes of calculating service level credits. <ul><li>Example: “If there is a failure as to a single Service Level in 2 or more consecutive Measurement Periods or as to any Service Level within any 3-month period, then the Weighting Factor will be multiplied by 2.”</li></ul></li></ul><ul><li>Pro-provider terms that customers with greater leverage may be able to avoid: <ul><li>Limitation of service credits to a stated cap (for example, the total amount of fees otherwise payable for the services during the period when the service-level failure occurs).</li><li>Earn-backs: The parties might agree to a mechanism for the provider to earn back some or all credits imposed due to failure to meet service levels if its average performance over the course of a specified time period (e.g., a year) meets or exceeds the required service level.</li></ul></li></ul><ul><li>Service credits are typically applied to (deducted from) charges in the next invoice after they are incurred, but the parties may agree to apply them on an annual basis, deducting the total amount of service credits from the first invoice of the contract year.</li></ul><ul><li>To enhance the likelihood that service credits will be enforced, remedies generally should reflect a reasonable estimate of the customer’s injury for the corresponding service-level failure and constitute compensatory liquidated damages rather than a penalty for non-performance.</li></ul><ul><li>Exclusive remedy: Customers want to preserve the right to pursue other remedies under the master agreement (such as damages and termination) if the provider fails to meet service levels. On the other hand, providers want the service credits to be the customer’s only remedy for service level failures. <ul><li>Pro-customer example: “The Service Credits shall not be considered liquidated damages or Customer’s sole and exclusive remedy for Provider’s failure to meet Service Levels."</li></ul></li></ul><div>  b.      Termination for repeated failure to achieve the service-level commitment over a pre-defined period of   timeCustomers will want to negotiate for the right to terminate without liability or further obligations for repeated failures to meet the same or different service-level requirements.<ul><li>Example: “Provider’s failure to achieve a single Service Level in 2 or more consecutive Measurement Periods, or any Service Level in 4 or more Measurement Periods during any 6-month period or Contract Year will constitute a material breach under the Master Agreement and Customer may terminate for cause as set forth therein.”</li></ul></div>

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Stephanie assists companies with technology and life sciences transactions, representing both private and public companies, from emerging growth through the Fortune 50. In particular, Stephanie focuses on helping companies that leverage data through technology in structuring their business and commercial transactions.

Stephanie Sharron

Stephanie Sharron is partner in the Palo Alto office and a member of the firm’s Technology Transactions Group. Clients turn to Ms. Sharron for advice on how to leverage data through technology and the related issues that apply to their business models in light of the rapid changes in business, technology and law.

Stephanie Lynn Sharron

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Service-Level Agreement Basics

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Given the broad use and relative importance of service-level agreements (SLAs) in a variety of contexts, in this blog post, we provide an overview of the basics

Service-Level Agreement Basics

This Monday, May 4, 2020, the United States Supreme Court will hear its first-ever telephonic oral arguments in a trademark case regarding the nature of the boundary between “descriptive” and “generic” terms.  While the question presented is narrow—whether the addition of a generic top-level domain (such as “.com”) to an otherwise generic term (such as “booking” for travel booking services) can create a protectable trademark—the Court’s ruling could affect how a wide array of brands are (or are no longer) enforced.Read our <a href="https://www.mofo.com/resources/insights/200501-landmark-trademark-protection-case-us-supreme-court.html">client alert</a>.

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Of Counsel

Muzamil Huq represents clients in the protection and enforcement of U.S. and non-U.S. trademark matters and other IP transactions. 

Muzamil Huq

Muzamil Huq represents clients in the protection and enforcement of U.S. and non-U.S. trademark matters and other IP transactions.

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Landmark Trademark Protection Case Before Supreme Court

The Madden Saga Continues: On Remand, Madden Survives Summary Judgment and District Court Certifies Class

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This Monday, May 4, 2020, the United States Supreme Court will hear its first-ever telephonic oral arguments in a trademark case regarding the nature of the bou

Landmark Trademark Protection Case Before Supreme Court

As in-house counsel, compliance, and security teams worldwide are adjusting to life amid the global pandemic, so too are criminal and nation-state cyber actors. These actors are now leveraging the pandemic, public fear, and an expanded remote-work attack surface to conduct hacking campaigns. The Department of Justice, FBI, and other law enforcement organizations have prioritized the detection, investigation, and prosecution of criminal conduct seeking to exploit the pandemic. As noted in a joint statement this week from the Secret Service and FBI, “the more catastrophic the event, the more active the fraudsters.” Resource pages developed by the FBI and DOJ are being frequently updated with information and alerts for the private sector and public about evolving schemes and enforcement. Companies can leverage these resources as they adapt to the new environment and educate their workforce. Read our <a href="https://protect-us.mimecast.com/s/lZ8lCmZM8ki3wRRquOf_rS?domain=www2.mofo.com">client alert.</a> For more information about Coronavirus (COVID-19) preparedness, please visit our <a href="https://protect-us.mimecast.com/s/3cB8Cn5N7lH2066VhNf03o?domain=www2.mofo.com">Coronavirus (COVID-19) Resource Center</a>.

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Law Enforcement COVID-19 Guidance: Cybercrime, Scam, and Fraud Trends

Practical Considerations for Requiring Employees to Report to Work in Light of COVID-19 Stay-at-Home Orders

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As in-house counsel, compliance, and security teams worldwide are adjusting to life amid the global pandemic, so too are criminal and nation-state cyber actors.

Law Enforcement COVID-19 Guidance: Cybercrime, Scam, and Fraud Trends

On April 2, 2020, the U.S. Department of Health and Human Services (HHS), Office for Civil Rights (OCR) announced that, effective immediately, it will be halting enforcement of certain HIPAA provisions in order to enable state and federal public health authorities and emergency operations centers to more efficiently collect COVID-19 patient data directly from regulated service providers in the healthcare industry (Business Associates). Read our <a href="https://protect-us.mimecast.com/s/blv-CBBROvirxrMpU6B-Kg?domain=www2.mofo.com">client alert.</a> For more information about Coronavirus (COVID-19) preparedness, please visit our <a href="https://protect-us.mimecast.com/s/csnkCDkJ6xUz7znNFAAZVw?domain=www2.mofo.com">Coronavirus (COVID-19) Resource Center</a>.

HHS Suspends Penalties to Encourage Sharing of COVID-19 Data by Business Associates

On April 2, 2020, the U.S. Department of Health and Human Services (HHS), Office for Civil Rights (OCR) announced that, effective immediately, it will be haltin

HHS Suspends Penalties to Encourage Sharing of COVID-19 Data by Business Associates

History in the Making Morrison & Foerster would like to congratulate our clients Sprint and SoftBank on closing the blockbuster deal between Sprint and T-Mobile, creating the “New T-Mobile” - a transaction that significantly reshapes the future of the telecom industry.  Announced in 2018 and closed as of April 1, 2020, the landmark deal is valued at $59 billion, with the aggregate for the combined company in the all-stock transaction valued at approximately $146 billion, making it one of the largest telecommunications deals in history. We were honored to serve as lead counsel to Sprint and SoftBank Group, the controlling shareholder of Sprint, on this historic transaction. More than six years in the making, the transaction required sophisticated navigation of numerous legal complexities concerning governance issues, regulatory approvals, and cross-border matters, as the deal involved four publicly traded companies and foreign controlling shareholders on each side. The MoFo team was led by MoFo M&A partner Brandon C. Parris and antitrust partner Jeff Jaeckel, and included hundreds of MoFo lawyers across practice areas in offices around the globe. Read more about the <a href="https://protect-us.mimecast.com/s/u0L_C0RXEMi5XZWpcDA04F?domain=www2.mofo.com">transaction.</a> Dealmaker of the Year  We are also proud to celebrate San Francisco M&A partner Brandon Parris, who was named by The American Lawyer as a 2020 Dealmaker of the Year for his role in Sprint’s blockbuster $59 billion merger with T-Mobile and the company’s corresponding $5 billion divestiture of assets to DISH. This award follows a year of recognitions, including being named a Law360 MVP of the Year for M&A, as well as a Top 100 Leading Lawyer by the Daily Journal. As part of the recognition, Brandon was interviewed by The American Lawyer, which can be found on its <a href="https://protect-us.mimecast.com/s/c9c3CgJQ8yHR1pWDc2qFxg?domain=www2.mofo.com" target="_blank">website</a>. Congratulations, Brandon!

LendingClub

Elevate Credit

Southwest Gas

MobileIron

Breedon Group

Palo Alto Networks

Sprint and SoftBank Group

VMware

McKesson Corporation

Santen Pharmaceutical/InnFocus

Affinity Gaming

Boyd Gaming Corporation

SoftBank

DreamWorks Animation

Shutterfly

Westcorp/Wachovia

Novellus Systems

USANA Health Sciences

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Co-Chair of Transactions Department

Brandon Parris is a corporate partner and serves as co-chair of the firm's Transactions Department.

Brandon C. Parris

Brandon Parris

SoftBank/Clearwire Corporation

Fujisawa Pharmaceutical Co./Yamanouchi Pharmaceutical Co.

SoftBank/Sprint  Nextel

Elpida Memory

International  Air Cargo Cartel Investigation

International  Freight Forwarding Cartel Investigation &amp; Litigation

AirTran  Baggage Fee Antitrust Investigation &amp; Litigation

U.S.  Department of Justice Investigation of Major International Transportation  Company

Semiconductor  Industry Cartel Investigation

Astellas  Pharma Inc.

ACON Laboratories

Epitomics

InSound Medical

Genentech/Tanox

Southwest/AirTran

ON  Semiconductor/Sanyo Semiconductor

Clearwire/Sprint  Nextel

Astellas  Pharma Inc. $537 million Acquisition

Astellas  Pharma Merger

Celltech  Ltd.

Merger of  Sankyo and Daiichi Pharmaceutical

Sale of  Alltel to Verizon Wireless

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Vice Chair

Jeff Jaeckel is an experienced antitrust litigator and counselor. He advises foreign and domestic corporations in connection with all manner of antitrust and competition law matters, and helps clients achieve success in all of their antitrust engagements, from M&A strategy and investigations to cartel investigations to civil litigation.

Jeff Jaeckel

Jeff Jaeckel is a co-chair of Morrison Foerster’s Global Antitrust Law Practice Group and a member of the board of directors of Morrison Foerster LLP. Jeff is an experienced antitrust litigator and counselor.

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Congratulations to Sprint and SoftBank on the Closing of the Blockbuster $59 Billion Deal with T-Mobile

Chinese Interest High Despite Uncertainty

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History in the Making Morrison & Foerster would like to congratulate our clients Sprint and SoftBank on closing the blockbuster deal between Sprint and T-Mobile

Congratulations to Sprint and SoftBank on the Closing of the Blockbuster $59 Billion Deal with T-Mobile

With effect from 1 April 2020, the UK will start to levy a digital services tax at a rate of 2% on digital services revenues that are attributable to UK users.The UK digital services tax (“UK DST”) is intended to apply to large businesses that earn significant revenue from in-scope digital services activities — which include social media, online marketplaces, and associated advertising.BackgroundThe UK DST originates from the Organisation for Economic Co-operation and Development’s (OECD) Base Erosion and Profit Shifting (BEPS) project — specifically, Action 1 (Tax Challenges Arising from Digitalization).  The OECD is working to implement a long-term solution to the perceived failure of the international tax rules on profit allocation, and, if an agreement is reached, the UK DST will be repealed and replaced with the international measures.  At present, the UK government plans to review the UK DST again in 2025.The UK DST is an interim measure that will impose tax at a rate of 2% on the revenues received in connection with specified digital services activities, which will predominately impact large multinational enterprises.  The UK DST is an extraterritorial tax, meaning that the enterprise subject to the UK DST does not need to be incorporated or have a permanent establishment in the UK for the tax to apply. The development of the UK DST has been subject to much consultation, review, and draft legislation.  The latest legislation for the UK DST (published in the Finance Bill 2020, along with guidance from the UK tax authority, HMRC) brought some clarification regarding the scope of the UK DST ahead of its 1 April 2020 effective date.Who does the UK DST apply to?The UK DST is aimed at large businesses that (on a group-wide basis) generate:<ul><li>more than £500 million in annual worldwide revenues from in-scope digital services activities; and</li><li>more than £25 million in annual revenues from in-scope digital services activities linked to UK users.</li></ul>Where a business’s revenues from in-scope digital services activities exceed these thresholds, the UK DST will apply to that business.  The in-scope digital services activities are:<ul><li>social media services; </li><li>internet search engines; or</li><li>online marketplaces.</li></ul>The in-scope digital services activities also include associated online advertising services, which derive significant benefit from association with the social media service, search engine, or online marketplace.  A UK user includes individuals and legal persons that it is reasonable to assume are in the UK or are established in the UK.Next Steps and ComplianceBusinesses that are potentially affected by UK DST should undertake a review of their activities to determine whether operations fall within the specified digital services activities of the UK DST.  Determining which services should be tested for compliance with the UK DST is a matter of judgment and depends on the particular facts and circumstances of the business and any wider group.  The UK DST should also be considered in the context of transfer pricing rules, where transactions are made between associated members of a group.  Parties should consider whether the entity that paid and/or is liable to UK DST would have borne the cost of the expense or if the expense would be factored into the transfer price.The UK DST is payable and reportable on an annual basis.  The due date of the tax is the day after nine months following the end of the accounting period.  The total UK DST liability is calculated on a group‑wide basis but charged to the individual members of the group that realise the revenue that contributes to the total.  A member of the group can be nominated to comply with the UK DST, otherwise the ultimate parent of the group will be responsible.There are no specific rules for determining the deductibility of UK DST against any other tax liability.  Following general UK corporation tax principles, where a UK DST liability expense is incurred wholly and exclusively for the purpose of the business’s trade, it is likely to be deductible.For groups that have a low operating margin from providing in-scope activities to UK users, an election to calculate the UK DST under an alternative calculation can be made.  Relief can also be claimed for in‑scope cross-border transactions that lead to revenue being taxed both under the UK DST and under an equivalent regime in another jurisdiction.  The relief reduces the UK DST revenues by 50%.

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HM Revenue and Customs

Home Office, Department for Communities and Local Government, Department of Health