Employment in Intellectual Property and Technology
Labor and Employment | TransactionsWe advise on employment issues in M&A transactions including due diligence, employee transitions, benefit plan matters, and post-closing integration of workforces.
Overview
Managing Workforce Issues in Deals
Corporate transactions create significant employment law considerations. MC Law's practice addresses employment issues throughout the transaction lifecycle.
Employment Due Diligence
We conduct employment due diligence evaluating target company employment practices, pending claims, classification issues, benefit obligations, and compliance posture. Our diligence identifies risks that affect deal terms.
Transaction Structuring Deal structure affects employee transitions. We advise on how asset versus stock transactions affect employment relationships, benefit plans, and union obligations. We help structure deals to achieve workforce objectives. Employee Retention Retaining key employees supports transaction value. We advise on retention arrangements, change-in-control provisions, and equity treatment. We structure arrangements that align incentives with transaction success. Workforce Integration Post-closing integration presents challenges. We advise on combining workforces, harmonizing terms and conditions, addressing redundancies, and managing cultural integration. We help acquirers realize expected synergies. WARN Compliance Transactions may trigger WARN Act obligations. We advise on notice requirements, timing considerations, and liability allocation between buyers and sellers. Union Issues Union workforces add complexity. We advise on successorship obligations, collective bargaining agreement assumption, and effects bargaining requirements. We help parties navigate labor relations aspects of transactions.Our Services
labor_and_employment
Federal registration and validity opinions
termination_layoffs_plant_closings
Federal registration and validity opinions
employment_contracts
Federal registration and validity opinions
Licensing & Transactions
Negotiate and draft license agreements
DMCA Services
Takedown notices and counter-notices
Enforcement
Cease and desist through litigation
Fair Use Analysis
Evaluate fair use defenses and risks
Music & Entertainment
Industry-specific copyright matters
Frequently Asked Questions
Key issues include employee benefit plan liabilities, change-in-control obligations, workforce integration planning, retention of key employees, harmonization of employment policies, and compliance with WARN Act requirements in connection with any workforce reductions.
Transition planning should address offer terms for retained employees, benefits continuation, severance for terminated employees, restrictive covenant enforceability, payroll and HR system integration, and communication strategies to maintain workforce stability.
Employment due diligence covers pending or threatened litigation, wage and hour compliance, employee classification, benefit plan funding and compliance, union agreements, executive compensation arrangements, and restrictive covenant portfolios.
Retention tools include stay bonuses, equity rollover arrangements, enhanced severance protections, new employment agreements, and retention agreements with vesting tied to continued employment through integration milestones.
Benefit plan treatment depends on the deal structure. Asset purchases allow selective assumption, while stock purchases transfer all plans. Key issues include COBRA obligations, 401(k) plan mergers or terminations, and continuation of welfare benefit coverage during transition.
Fair use is a defense that permits limited use of copyrighted material without permission. Courts consider four factors: the purpose and character of use (commercial vs. educational, transformative vs. copying), the nature of the copyrighted work, the amount used, and the effect on the market. Fair use is highly fact-specific.
For works created today by individual authors, copyright lasts for the life of the author plus 70 years. Works made for hire and anonymous/pseudonymous works are protected for 95 years from publication or 120 years from creation, whichever is shorter. Older works may have different terms.
Yes, software code is protected by copyright as a literary work. Both source code and object code can be registered. However, copyright protects the expression of ideas, not the underlying functionality—patent protection may be more appropriate for novel methods and processes implemented in software.
Our virtual legal services offer streamlined, cost-effective solutions for common copyright needs. Services like copyright registration, assignment agreements, and DMCA takedowns are available online with fixed, transparent pricing. You get the quality of a top IP firm with the convenience of digital delivery.
Related Matters
Represented streaming platform in landmark DMCA safe harbor case. Successfully defended client's safe harbor status while obtaining injunctive relief against repeat infringers, resulting in dismissal of $500M damages claim.
Prosecuted copyright infringement claims on behalf of professional photographers whose work was used without authorization. Secured significant damages award and implementation of improved licensing procedures.
Enforced copyright and trade dress rights in mobile game against clone applications. Obtained preliminary injunction and permanent removal of infringing apps from major app stores worldwide.
Cutting-edge case addressing use of copyrighted music in AI training datasets. Negotiated comprehensive licensing framework that allows continued AI development while protecting rightsholders' interests.
Prosecuted claims against former executive who copied proprietary source code to competitor. Established ownership under work-for-hire doctrine and obtained injunction plus damages for willful infringement.
Represented academic publisher in enforcement action against site hosting pirated textbooks. Implemented systematic takedown program and pursued contributory infringement claims against operators.
Get in Touch
Connect with our copyright team to discuss your matter
Practice Contacts
Michael Roberts
Sarah Kim
