Experience

Note: the Practice Areas pages also describe the experience of Neff Law Firm generally.

TECHNOLOGY AND MEDIA TRANSACTIONS

MERGERS & ACQUISITIONS 2012

  • Neff Law Firm represented his German games/App developer client, Gamedoctors, which was the creator of Zombie Smash, the Number 2 grossing App on Apple’s App Store, in the sale of the company to Zynga, and employment of key Gamedoctors developers by Zynga in Germany and the United States. Zynga announced the acquisition in January 2012, it was one of Zynga’s major recent acquisitions.  The deal involved both cash and stock, and various complex issues were triggered by its international aspects.
  • Neff Law Firm represented its client Alexandre Dreyfus, perhaps the leading light in the European online gaming/poker world, and his companies Chilipay Limited of Malta and MediarexInternacional of Costa Rica, in the sale of Mediarex’s proprietary B2B igaming software platform to Bally Technologies of Las Vegas, Nevada.  Certain other assets also were sold to Bally, and numerous employees of Dreyfus’ companies accepted employment with Bally Technologies, either overseas or in Nevada.  This cross-border transaction had considerable complexity arising from the laws of the various jurisdictions that were involved, including Malta, France, Costa Rica and Nevada. 
  • Neff Law Firm represented Alexandre Dreyfus and his company Zokay Investments Ltd. in the purchase of the world’s top poker ranking system, Global Poker Index (GPI) and related intellectual property, from Pinnacle Entertainment of Las Vegas.  In the transaction, Pinnacle obtained certain license and marketing rights.  The GPI ranks the top 300 live poker tournament players in the world, and is updated weekly.  Dreyfus plans to enhance the GPI and expand it into various awards categories.  GPI had recently acquired GPI in a Maryland bankruptcy auction from Federated Sports & Gaming, in which Zokay also participated, represented by Neff Law Firm. 

LICENSING AND OTHER INTELLECTUAL PROPERTY TRANSACTIONS 2012

  • Handled all of Latin American transactions for Informatica Corporation of Redwood City, CA, mostly in Spanish and Portuguese.  Transactions include a variety of professional services (development) deals, software license deals and support services transactions with a who’s who of Latin American companies, including:
    • BBVA Bancomer (Mexico)
    • BBVA Provincial Venezuela
    • Instituto Nacional de Estadística y Geografía (Mexico)
    • CAIXA EconômicaFederal (Brazil)
    • Embraer (Brazil)
    • Logica (Brazil)
    • Grupo Nacional Provincial (Mexico)
    • GVT/Global Village Telecom (Brazil)
    • Oi S. A. [Brasil Telecom] (Brazil)
    • MetLife Mexico
    • Terra Network Brasil
    • Claro Peru
    • Ipiranga Brazil
    • Xerox Brazil
    • Banorte Mexico
    • CSAV/Compañía Sud Americana de Vapores (Chile/Brazil)
  • Software-as-a-Service: Informatica Cloud Service: helped prepare some of the template agreements used by Informatica in its highly successful Cloud Service, and negotiate Cloud deals, some also involving software licenses, including with:
    • Maersk (Denmark)
    • Enterprise Fleet
    • Legg Mason & Co.
    • Blue Shield of CA
    • Merck
    • Tyco/ADT
    • Amazon
    • Houghton Mifflin Harcourt Publishing
    • Alcon
    • Brocade Communications
    • Discovery Education
    • Panera
    • BT
  • Logitech: advise Logitech on its reseller and distribution deals in Latin America, and other Latin American matters, including deals with:
    • RadioShack Mexico
    • Liverpool Mexico
    • OfficeMax Mexico
    • Office Depot Mexico
    • CarsoEfficentrum Mexico
  • Associated Production Music: APM Music: For world’s largest production music library, prepare most music licensing templates and negotiate various music license, synchronization license and distribution deals with:
    • Cumulus/Radio Networks Music License Deal for one of largest radio networks
    • Rumblefish License and Distribution Agreement
    • CometAds Use and Synchronization Agreement
  • Video Copilot
    • Draft and negotiate Action Movie FX App production deal with Bad Robot Entertainment
    • Prepare license agreement for VideoCopilot.net website
  • Irvine Company
    • Negotiate digital film projection Master Administration Agreement with Sony Electronics on behalf of Island Cinema

OTHER TECHNOLOGY AND MEDIA TRANSACTIONS

  • Handled legal aspects of a complex licensing scheme for a prominent studio, which implemented a system to transmit movie trailers over an extranet to those recipients with the requisite permissions.
  • Negotiated a software licensing deal between a software company based in Northern California and the German branch of one of the world’s largest banks.
  • Settled a professional services dispute between a large Silicon Valley software company and a federal financial institution.
  • Designed Software-as-a-Service (SaaS) licenses for a large database software company moving from packaged software to a web-based solution, and negotiated many of that software company’s cloud-based SaaS deals.
  • Negotiated a complex license for Aldon Computer Group with one of the world’s largest banks, and a software license transfer deal to the divested entities of the world’s largest insurance company.
  • For Informatica Corp. of Redwood City, negotiated numerous professional services and Software-as-a-Service deals with Fortune 100 companies, leading railroads and electric utilities.

ECOMMERCE

  • For Informatica Corporation of Silicon Valley, drafting the Terms of Use of Informatica Marketplace, where developers will be able to post their tools and add-ons to Informatica software products for sale to others, as well as the contest terms to help launch Marketplace.
  • For major Silicon Valley software company, negotiated the deal with Amazon World Services whereby the company’s software would be made available in the Amazon Cloud for paid hourly usage by businesses.
  • Handled various website development deals for APM Music, the country’s largest production music library, an “iTunes” for the film, television and videogames industries, as it moved toward a web-based Interface.
  • Also for APM Music, drafted and helped negotiate several major partner deals in which APM would license indie music to expand its offerings for synchronization with audio and video productions, or in which APM would offer its tracks on a hip partner music site for audio-video sync purposes by consumers.
  • Advise European user-generated video blockbuster website, Dailymotion, on the U.S. legal status of the practice of placing advertising next to user-generated content.
  • For Los Angeles Duplication & Broadcasting, handled various legal aspects of the creation of LADB.TV, a secure extranet that permits the electronic distribution of movie content such as trailers and promos of major film studios (with various levels of permissions for access), as well as the iPad app version of LADB.TV
  • Handled many of the transactions and drafted many of the agreements that PriceGrabber.com used as it grew into a price comparison powerhouse on the Internet.
  • Drafted terms of use and privacy policies for a wide variety of Internet sites and companies including Adlink, a leader in cable TV advertising, eSalon.com, an online haircare company, SafeCorp, a single site for managing all of one’s online accounts and log-ins, bds mktg’s RetailAccess.com product training site, and Gether LLC’s iPhone and iPad app.
  • Negotiated Internet portal or website development deals for a variety of web-based companies, including ChildrenInFilm.com, an Internet site focused on the advancement of child actors.

INTERNATIONAL

  • Handle all Latin American transactions (license, support, professional services, distribution), mostly in Spanish and Portuguese, for Informatica Corporation.
  • Helped restructure the Latin American operations of a $4 billion Northern California- based computer peripheral and consumer electronics company.
  • For glu mobile, a Northern California-based mobile games publisher, negotiated most of the mobile games download deals with many of the largest wireless carriers in Latin America, many of which are affiliates of América Movil, which were completed in Spanish, and worked on the corporate and tax structure of this publisher in Latin America.
  • Represented Logitech Inc., one of the world’s leading computer peripheral and electronics manufacturers, in the development of an international warranty for use throughout the world.
  • Advised a Belgian chocolate manufacturer on various aspects of a deal to offer certain products under Costco store brand label.
  • Conducted a survey for Symantec Corp. in more than 25 Latin American countries on whether automatic renewal, and charging a customer’s credit card is permissible in the context of annual antivirus online subscription.
  • Handled worldwide and Latin America-wide product recalls for two major Northern California consumer electronics companies.
  • Negotiated a vendor deal that enabled a large Colombian chocolate manufacturer to be able to offer its product at Trader Joe’s; all client contact was in Spanish.
  • Managed many years of copyright (and trademark) enforcement anti-piracy programs overseas for the Business Software Alliance, as well as similar programs for the Association of American Publishers and for major software and games publishers (e.g., for Bentley Systems, and for IDSA, the forerunner of the Entertainment Software Association).
  • Over the past year, have represented clients based in France, Quebec, Belgium, Sweden, Switzerland, Japan, Brazil, and Chile.

INTELLECTUAL PROPERTY AND COPYRIGHT

  • Manage various anti-piracy matters for Lynda.com, the leading online training site, including filing and winning an international trademark dispute (UDRP proceeding) to seize a domain name from an internet pirate that was infringing on Lynda.com’s rights.
  • Handled IP due diligence in a large number of acquisitions and dispositions, most recently for the acquisition of all assets of a Hong Kong and California-based webhosting company by a large Massachusetts-based company that has been acquiring numerous webhosting companies.
  • Provided copyright counseling and copyright clearance for such clients as the sculptors of the Bill of Rights sculpture at the McCormick Tribune Freedom Museum in Chicago, which features 1,000 quotations relating to freedom, and the author of a controversial book about the charity business called “Uncharitable”.
  • For one of the leading producers of training videos for use of software programs and even social networking sites, copyright and fair use counseling on video production.
  • Handled complex copyright issues in the sale of media and user-generated content site iFilm to MTV/Viacom, a transaction that involved a variety of significant copyright issues.
  • Managed overseas antipiracy (copyright enforcement) programs for three of the world’s major copyright-based trade associations, Business Software Alliance, Association of American Publishers, and Interactive Digital Software Association, the precursor of the Entertainment Software Association.
  • Advised Logitech Inc. on various copyright issues relating to Google TV.
  • Advised major publisher on rights and issues regarding use of stock photos and images in marketing materials.
  • Handled many compliance issues for Informatica Corporation, when large corporate customers exceeded their license parameters.