Technology

Introduction

Technology is the engine of the modern global economy. It is also the critical infrastructure to all businesses. Yet, as sophisticated and empowering as technology may be, it is often opaque, complex and capricious. When things go wrong, it seems like there may be an unfriendly ghost in the machine.

Experienced lawyers in Tanner De Witt’s Technology practice provide legal advice in Hong Kong to international clients in relation to commercial, contractual, corporate and compliance matters across a range of technologies. Clients of our Technology practice include businesses in the technology sector, or business in other sectors in relation to legal issues arising from their use of technology.

We have advised clients applying cutting edge technologies such as:

  • artificial intelligence
  • augmented reality and virtual reality
  • big data
  • blockchain and distributed ledgers
  • cloud computing
  • internet of things
  • smart city

Lawyers in our Technology team have advised businesses operating in a broad range of technology verticals, including fintech, insurtech, regtech, healthtech, biotech, edutech, cleantech, and supply chain tech. We have advised a number of clients on legal issues relating to e-commerce platforms or online services sales and marketing. We work with clients at all stages of the corporate growth cycle, from early through growth and on to mature and multinational stages.

We are a member in Hong Kong of the International Technology Law Association. iTech Law is a technology law community with a global membership base of lawyers specializing in technology from six continents and in more than 60 countries

Our Services

We provide legal services relating to commercial, contractual, corporate and compliance matters relating to the use of technology.

Commercial and contractual

We regularly advise on:

  • software development, licensing, support and maintenance agreements
  • systems integration and disaster recovery procedures
  • website terms and conditions, and privacy statements
  • e-commerce conditions of sale and purchase (including SaaS and PaaS arrangements)
  • online, e-commerce and electronic payment arrangements
  • outsourcing, sourcing and procurement for hardware and software
  • online marketing and advertising agreements
  • data transfer and sharing agreements
  • non-disclosure agreements and trade secret protection
  • consultancy, contractor and collaboration agreements
  • joint ventures, POC, strategic partnerships and co-branding arrangements

Corporate and venture capital

We regularly advise on:

  • venture capital investment rounds, involving equity and debt capital raising
  • investment term sheets, and investment and subscription agreements
  • capital structuring and restructuring
  • shareholder agreements
  • restricted share, share option, notional unit and other equity linked incentive plans
  • reverse vesting and other founder arrangements
  • due diligence and health check reviews of rights to technology
  • review of IT representations and warranties
  • secondary transactions, exits, and mergers and acquisitions

Corporate and venture capital

Many technology businesses operate in regulated sectors of the economy. We regularly advise those businesses on:

  • payment system and stored value facility regulation
  • money service operator regulation
  • banking and money lender regulation
  • regulated activities in respect of securities, including collective investment schemes
  • regulated activities in respect of insurance
  • anti-money laundering and counter-terrorist financing regulation
  • personal data privacy regulation
  • anti-bribery regulation
  • competition laws

Our Experience

Lawyers in our Technology team have advised on the following matters:

Commercial and contractual

  • Advised an online delivery solutions business on its strategic partnership in Singapore for the design, development and commercialisation of a proprietary system of mail delivery.
  • Advised on and drafted SaaS terms of service for a management consultancy software tool.
  • Advised on rights to technology in the context of a business separation and asset transfer of an online gambling business, including technology cross-licensing arrangements.
  • Advised a cryptocurrency payment business on its online conditions of service in respect of real-time sale and purchase of cryptocurrency.
  • Advised on and drafted terms of use for the online sales of products and services for numerous businesses in the technology sector.
  • Advised an online real estate agency on software development and maintenance agreements.
  • Advised on a co-brand program agreement in relation to the issuance of a co-branded credit card by a stored value facility provider and approved issuer of MasterCard.
  • Advised on service level agreements and outsourcing arrangements in respect of tech refurbishment services for second hand sale of electronic devices.

Corporate and venture capital

  • Advised the founders of Bowtie Life Insurance on the conclusion of its investment round with Sun Life.
  • Advised a Hong Kong financial services platform on preparing documentation for its Series A investment round. Documentation included term sheet, investment agreement, subscription and shareholders agreement, articles of association and approval documents. This is one example of many investment round transactions on which we have advised.
  • Advised a Hong Kong-based, venture capital backed accelerator programme on the funding arrangement for operating its accelerator programme.
  • Advised on the fund formation and financing for a seed venture capital fund targeting investments in Asia and Europe.
  • Advised a large European insurance administrator on its acquisition of a south-east Asian InsurTech platform, and the arrangements with its founders (who will remain with the target company) going forward.
  • Advised numerous business in the technology sector on the structuring of equity incentive plans, including restricted share plans, share option plans, stock appreciation rights and notional unit schemes.

Compliance and regulatory

  • Advised a Hong Kong crowdfunding business on a proposed property crowdfunding platform in Hong Kong, including detailed regulatory advice on the relevant Hong Kong licensing requirements, and licensing process.
  • Advised a Hong Kong payment fintech businesson a range of payment regulatory issues, including trust and company service provider regulation, regulation of stored value facilities, money service operations, money lending, credit card issuance, and banking regulation.
  • Advised a Hong Kong receivables financing business in respect of its intended operation of a platform for offering trade receivables of small medium size enterprises for investors to purchase. Provided detailed regulatory advice on the licensing issues, and assisted in preparation of complex documents around receivables financing, that required adaptation to an electronic operating environment and consideration of the regulatory environment in which the business operated.
  • Advised an insurance sector research non-profit on insurance regulation in respect of whether its research methodology and published reports and ranking tables constituted a regulated activity requiring approval from the Insurance Authority.
  • Advised a number of blockchain based businesses on the application of securities and payment regulation in Hong Kong in respect of intended token sales to persons in Hong Kong or listing of tokens on exchanges in Hong Kong.
  • Advised a professional services firm on regulatory and compliance issues arising from the migration of personal data of Hong Kong data subjects to cloud platforms with data centres located outside Hong Kong

Our Approach

Tanner De Witt’s lawyers aim to provide practical and commercial advice, acting responsively in accordance with clients’ needs and preferences. Our team of Technology lawyers works closely with clients, engineering options to reach desired results.

Tanner De Witt has well developed relationships with overseas professional services providers, including offshore law firms, technology consultancy firms, accountants and tax advisers. This international network of specialists is easily accessible by our lawyers ensuring clients receive comprehensive advice that is tailored to their circumstances.