Concentration

Technology transactions, outsourcing, mergers and acquisitions, commercial agreements, privacy and corporate governance

Summary

Jordan Herman represents purchasers and sellers of information technology and business process services, software and equipment; and represents entities in connection with the purchase and sale of businesses in which intellectual property is a key asset. Mr. Herman helps clients negotiate alliance, joint venture, license and distribution arrangements. Mr. Herman counsels clients regarding privacy data security and corporate governance.

Prior to his tenure at Baker Botts, Mr. Herman clerked for the Honorable James M. Rosenbaum, Chief Judge, United States District Court, District of Minnesota, and then worked as an associate in the information technology practice at Mayer Brown & Platt (now known as Mayer Brown, Rowe and Maw).

Representative Engagements

Outsourcing

• Represented global management consulting, technology services and outsourcing company in connection with multibillion-dollar global SAP and business transformation agreement with one of the world’s largest privately held companies (original negotiation and restructuring)
• Represented healthcare IT service provider in connection with purchase of cloud computing services in order to make available proprietary software as a service
• Represented first-tier outsource service provider in connection with multibillion-dollar long-term information technology services agreement with travel services technology and services provider
• Represented first-tier outsource service provider in connection with multibillion-dollar long-term call center services agreement
• Represented first-tier outsource service provider in connection with multimillion-dollar long-term information technology services agreement with travel services technology and services provider
• Represented global outsourcing service provider in connection with multimillion dollar F&A, Helpdesk and ADM services agreement restructuring with healthcare provider
• Represented global outsourcing service provider in connection with multimillion dollar F&A and  third party administrator in connection with restructuring a services agreement with an insurer
• Represented global management consulting, technology services and outsourcing company in connection with multimillion dollar AMS Services Agreement with global resources company
• Represented global management consulting, technology services and outsourcing company in connection with European F&A BPO Services Agreement with global sanitation services company
• Represented travel industry reservations service provider in connection with  negotiation of multimillion dollar long-term information technology outsourcing agreement with global outsourcing provider
• Represented first-tier outsourcer in connection with off-shore applications development outsourcing agreement with technology company

Mergers and Acquisitions

• Represented global corporate governance research and risk rating firm target in acquisition by a competitor
• Represented privately held healthcare IT company in connection with its acquisition by a public medical device company
• Represented leading organic foods retailer in acquisition of privately held health and wellness business
• Represented first-tier outsourcer in connection with its acquisition of a business process outsource services business
• Represented private publishing company in connection with its acquisition by a international publishing conglomerate
• Represented private silicon chip design company in connection with its acquisition by a public chip design company

Licensing; Distribution, Joint Venture and Alliance Agreements

• Continuing representation of public and private software and e-learning companies in connection with  negotiation of million-dollar enterprise license and service agreements
• Continuing representation of public and private software and e-learning companies in negotiation of government contracts for the procurement of enterprise software and services
• Represented space research company in connection with development and distribution agreement
• Represented stem cell sourcing technology company in connection with development and distribution agreement
• Represented global management consulting company in establishment of alliance agreements with global software and technology companies
• Represented steel manufacturer in connection with negotiation of joint venture with Chinese corporation
• Represented privately held medical device company in negotiation of development and distribution agreement with public medical device company
• Represented U.K.-based nanotechnology company in connection with development and distribution agreement (and related sale of securities) with public DNA testing technology and services company
• Ongoing representation of advertising agency in connection with agency agreements

Privacy, Data Security and Corporate Governance

• Ongoing representation of medical device company in connection with HIPAA
• Ongoing representation of outsourcing service provider in connection with privacy and data security
• Ongoing representation of e-learning companies in connection with privacy, data security and corporate governance
• Ongoing representation of energy retailer in connection with privacy and data security
• Ongoing representation of leading natural foods retailer in connection with corporate governance

Publications, Speeches and Presentations

Publications

• “Now It’s Your Turn: Navigating New Security and Privacy Regulations,” Austin Corporate Council Newsletter, September 2006
• “Custom Software Development Contracts: Litigation Issues and Best Practices for Contracting,” Corporate Counsel Review, 2005 (Maria Wykoff Boyce and Paula D. Heyman, co-authors)
• “Planning for HIPAA Compliance Requirements in Software Licensing and Patent Protection,” Baker Botts IP Report, Health Insurance Portability and Accountability Act (HIPAA), May 2002 (Thomas Felger and Kate Musemeche, co-authors)

Speeches and Presentations

• “Privacy Toolkit,” State Bar of Texas Advanced Business Law, Dallas, October 2008
• “Texas Privacy Law: Ground Rules for the General Business Lawyer,” State Bar of Texas Webcast, February 2008
• “Privacy Update,” State Bar of Texas, Asian-Pacific Interest Section, Annual Retreat, Dallas, May 2007
• “Capitalizing on Outsourcing Trends: Moving Past Jargon,” Association of Corporate Counsel–Austin Chapter (ACCA), Austin, April 2007
• “Privacy Law Update,” 4th Annual Advanced Business Law Course, State Bar of Texas, Houston, October 2006
• “Data Security,” Dallas Chamber of Commerce CIO Forum, Dallas, August 2006
• “Unexpected Liability: New Duties Regarding Data Security Probably Apply to You,” Association of Corporate Counsel–Austin Chapter (ACCA), Austin, September 2005
• “Regulating Attorneys: New Privacy Statutes,” Consumer Bankruptcy Seminar, American Bar Association, Bankruptcy Law Committee, Austin Chapter, Austin, June 2005
• “Data Security: Whose Risk? Legislation, Pending Legislation, and Contract Provisions,” Computer Associates International, Inc., Plano, May 2005