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Start-Up and Venture Capital Practice
We apply a relationship-based approach, honed through nearly 150 years of serving the diverse needs of clients around the globe, to partner with start-up companies and their investors. We excel at building deep and enduring relationships with these clients as we help them launch, grow and successfully exit business ventures – over and over again. Many clients who joined us as start-ups are now multibillion dollar enterprises. With attorneys who served as general counsels of start-up ventures, our team understands your business and your needs. We combine our decades of start-up experience, presence in accelerator and venture investor communities and deep insight into clients’ industries to provide pragmatic, business-savvy and cost-effective counsel tailored for the needs of entrepreneurs. We are trusted advisors to innovative companies of all sizes – from pre-revenue start-ups to late-stage companies preparing for an exit – as well as the angel, venture capital and private equity investors that fund them. PitchBook consistently ranks Bryan Cave among the top 15 most active venture capital law firms worldwide. With 26 offices, including in Boulder, London, Frankfurt, Los Angeles, New York and San Francisco, we operate from several of the world’s major venture capital hubs and deeply understand the dynamics and drivers of the entrepreneurial ecosystem. Tailored Solutions As a full-service law firm, we have the practice breadth and global resources to scale with companies as they grow, representing them through all stages of their corporate lifecycle. We provide a single access point for the spectrum of legal needs vital to their businesses, including: Formation: To translate a great business idea into reality, entrepreneurs must first assess the most advantageous entity structure. Our team guides entrepreneurs through evaluating potential arrangements and tax implications, and creates key formation documents such as certificates of incorporation, equity holder agreements and other key organizational infrastructure documents. Structuring and Negotiating Financing: We structure and negotiate financing arrangements for start-ups and investors ranging from seed stage to Series D and beyond. We represent and work across the table from a variety of capital sources, including angel investors; venture capital funds; academic, government and commercial research institutions; banks and other financial institutions; as well as the public markets. Intellectual Property Creation and Protection: Our team regularly advises start-ups on patent, trade secret and copyright protection of their intellectual property, including preparing patent applications, drafting agreements to maintain the confidentiality of intellectual property and reviewing third-party patent portfolios. We partner with clients to craft strategies to capitalize on and protect their intellectual property, both in the domestic markets and abroad. Strategic Partnerships and Corporate Alliances: Our lawyers assist start-ups in structuring and negotiating research and development licenses, joint ventures, strategic partnerships, earning agreements and other collaborative arrangements vital to their success. Clients rely on Bryan Cave for strategic licensing, corporate partnering and research collaboration matters. Third-Party Agreements: Bryan Cave provides start-ups fast, practical, value-added counsel in the preparation, negotiation and management of third-party agreements. Such as terms and conditions, distributorship and representative arrangements, software licenses, terms of use and privacy policies, consulting and services contracts and other commercial arrangements. Employment Advice: Early-stage companies call upon Bryan Cave to prepare a wide range of employment agreements, advise on executive compensation arrangements and develop internal training programs. We also defend companies in all types of employment litigation including class and collective actions, wrongful termination, discrimination and breach of employment contract. Compliance and Regulatory Services: Many start-ups operate in an environment subject to a wide array of federal and state legislation and regulations, including data privacy and export controls laws. Our attorneys understand the nuances of these laws and help our clients seamlessly navigate through them. Expertise in IPO and M&A Exit Strategies: Bryan Cave routinely counsels companies through the public offering process, including preparation of registration statements and prospectuses and assisting clients with the listing process. Regularly ranked by Thomson Reuters as a top 10 M&A law firm by number of U.S. deals, we also advise on a wide variety of M&A transactions, including stock and asset acquisitions, mergers, tender offers, leveraged buyouts and recapitalizations. Benefit to Our Clients Our comprehensive services provide the legal advice and business acumen start-ups and their investors need at every phase of their growth. We bring value to our clients through our: Enduring Partnerships: We pride ourselves on serving as trusted counselors, committed to the long-term growth and success of our clients. Cost-Effective Solutions: We handle corporate matters by leveraging lawyers in locations at costs that are more appropriate for companies in their early stages. Practical Innovations: We make award-winning innovation, creative pricing strategies and technology solutions available to companies of all sizes. Technology Expertise: We advise ventures spanning a broad range of cutting-edge technologies and thus have a strong grasp of the nuances of fintech, ad-tech, augmented and virtual reality, blockchain, IoT and other emerging areas. Robust Network: We actively partner with key industry associations, angel investor groups and start-up incubators across the country. Unmatched Efficiency: We work with an entrepreneur’s focus, at an entrepreneur’s pace and on an entrepreneur’s budget. Value-Added Resources: We regularly offer key legal insights through our Start-Up Blog.  
Practices
Commercial Practice Team
No matter your industry or geographic location, your company and other companies around the world have a common need – a need for fast, practical, economical and value-added legal counsel in addressing the issues that face their organizations every day.  Such issues include the preparation and negotiation of business-fueling agreements, legal counseling and advice on managing risks.  You also have a common problem – finding the resources to review and advise on these issues at the speed of business. Bryan Cave’s Commercial Practice Team is designed to provide fast, practical, value-added counsel to clients, whether in the preparation and negotiation of commercial agreements, business counseling or “crisis” management. Often, the need centers around review of “traditional” commercial agreements, including terms and conditions of purchase and sale, distributorship and representative arrangements, consulting and other services contracts, confidentiality agreements, employment matters, noncompetition agreements, licensing arrangements and other similar matters. However, we are also called upon to craft unique solutions for our clients in this increasingly complex, rapidly paced and global economy. Clients of Bryan Cave’s Commercial Practice Team benefit from: Rapid response. Team lawyers respond quickly and directly to the client. Depth of experience. Given their focus in these areas, team members have depth of experience, and can give you the benefit of that perspective, as well as insight as to common practice and alternatives. Local capabilities, global vision. In an increasingly global environment, it is critical for transaction professionals to have both local capabilities and global vision. As a leading international law firm with offices around the world, and a vast network of local counsel relationships, we are familiar with the laws of the land – no matter where you may be. Efficient use of resources. We understand the cost sensitivities inherent in many commercial matters. Members of the team combine their own depth of experience and the firm’s database of form documents to avoid duplicate efforts and achieve cost-efficiencies. Foresight. Form and document files are built to meet clients’ current and future needs. Freeing of resources to focus on strategy. The team helps free client staffs from many of their day-to-day tactical responsibilities. With our help, client counsel and other executives can gain more control over their most valuable resource – time – giving them time to devote to strategy; time to accelerate other projects; time to focus on customers. Improved Processes. By outsourcing these traditional agreements, companies often find they capture new efficiencies. As a result, resources can be reallocated to other important projects. Focus on the client’s needs. With Bryan Cave’s commitment to shared resources and smart use of technology, the team quickly identifies lawyers with the appropriate type and level of experience for the project at hand. Continuity. Clients have access to a team of lawyers to provide seamless coverage. Both the client and the firm benefit from the familiarity and experience of repeatedly working together. Integrated approach. When the need for “specialized” advice arises, we can quickly consult any of the more than 900 Bryan Cave lawyers and others professionals practicing internationally in more than two dozen specialties, including trade regulation, intellectual property, real estate, environmental, finance, tax, labor, employment, litigation and other areas. Continuous improvement. The team’s performance is regularly evaluated to ensure that clients benefit from their experience with us. Client feedback is a valued part of this process. Bryan Cave continues to seek innovative solutions to our clients’ business issues. Our Commercial Practice Team is a unique and powerful business tool that does just that by taking the administrative, drafting and negotiating burden off of our clients. The result is an approach that provides prompt, economical and sound legal counsel to our clients seeking progress toward closure. Some examples of our work include: In-House Legal Experiences. Serving as “outside general counsel” to a number of clients; Serving as acting general counsel for private and public companies due to the departure of the general counsel; Seconding of attorneys to client’s in-house legal departments to cover staffing shortages.  Engagements on both a full-time and part-time basis, for periods ranging from 3 to 12 months. General Commercial Contract and Business Matters. Development of forms of, and drafting, negotiation and review of supply and service agreements for both vendors and purchasers spanning a wide range of industries, including accounting, financial services, engineering, construction, design and consulting companies, manufacturing companies, outsourcing services providers and software licensors; Long-term and short term supply agreements; Sponsorship, marketing and promotion agreements, including sponsorship agreements for the PGA Tour, Skate Canada and the NCAA Men’s Basketball tournament; Outsourcing arrangements, including financial and management services, training/learning outsourcing contracts, business process and application maintenance and development; Distribution and sales representative agreements, including development of various forms of exclusive and non-exclusive distribution and sales representation agreements for use internationally; Confidentiality, employment and non-competition agreements, including development of forms for use in various jurisdictions, ranging from forms used for “rank-and-file” employees, to customized, executive-level agreements; Standard terms and conditions of purchase and sale; Acquisitions of intellectual property portfolios, agreements for the purchase of web-based solutions, portal development, website content development and hosting; Financing of equipment purchases, including traditional financing leases and sale / leaseback arrangements; Advice on contracting with potentially insolvent or bankrupt companies; Licensing of off-the-shelf software products and web-based subscription services; Licensing and development of customized software products, such as SAGE, ORACLE and CISCO software, human resources management software and inventory management and shipping software; Strategic alliance, joint venture and teaming agreements; Formation of new business ventures internationally, including general business advice with respect to lease agreements and employment agreements, and coordinating tax advice with respect to formation; Development and provision of training on a variety of legal topics, including general contracting terms, Incoterms 2000 and antitrust matters to various clients on a global basis; Identification of potential antitrust issues, as well as development of MAP Policies; Export, import, customs and other international trade matters.
Practices
Information Technology
Bryan Cave’s Information Technology Practice Group handles all types of technology agreements for clients in virtually every industry. We understand the laws and technologies underlying technology transactions but more importantly, we understand our clients and their businesses. Bryan Cave’s Information Technology Practice Group has a deep roster of skilled attorneys equipped to provide a rapid, thorough response to any client need arising across the entire spectrum of commercial technology contracts and ventures. Located in offices around the globe and serving a variety of clients, we tap into a wealth of experience to understand and appreciate the business climates our clients face.  Our integrated offices afford clients the benefit of the entire firm’s experience wherever the client may reside, focused by the experience and industry specialization of the Information Technology Practice Group. In delivering comprehensive solutions, the Information Technology Practice attorneys draw upon expertise from firm attorneys who practice in corporate and transactional matters, intellectual property, outsourcing, commercial litigation, labor and employment, international law, tax, and regulatory matters. This collaborative “One Firm” approach enables Bryan Cave to provide practical, value-added counsel at every stage of a client’s development – from the initial formation and capitalization through a sale, merger, or initial public offering and beyond. Our clients include: Traditional computer and network software companies; Online retailing companies; Telecommunications companies; Network and personal computer equipment manufacturers; Components and accessories manufacturers; Producers of interactive entertainment; Wireless, broadcasting and media companies; Traditional and internet telephony companies; Technology and internet services providers; Consulting and managed services companies. The Information Technology Practice Group attorneys are skilled negotiators who maintain a close watch on the bottom line. We work diligently alongside clients to complete transactions on an often short timeline, bringing a keen business sense to transactions that helps close deals quickly and efficiently. One way our attorneys attempt to head off long negotiations is by working with clients to develop form agreements (e.g., long and short form software licenses or terms and conditions of sale) that are fair and easy to understand. We also understand that helping clients best mobilize or leverage technology-related products and services sometimes requires alternatives to customary transaction structures. We are able to guide clients through partnerships, asset transfers, equity investments or options, rights of first refusal, and other business arrangements. Information Technology Group members have structured, negotiated, and documented a wide variety of such arrangements. For clients exploring synergies with similar or complementary entities, Bryan Cave has helped to forge strategic alliances to… Manufacture and sell complementary technology products; Market and perform complementary information technology consulting services; Outsource application and/or managed services with an option to acquire the services provider; Integrate database technologies and software with management consultancy expertise; Develop, market, sell, integrate, service, and maintain encryption systems; Transaction enhancement technologies with management consultancy expertise; Co-market trade compliance technologies with system implementation expertise and services; Develop and co-market document management solutions for the pharmaceutical industry; Facilitate the entry of a premier information technology company into the Chinese market through the formation of alliances with Chinese telecommunications companies; Facilitate and encourage referrals between technology consulting companies and computer product manufacturers. When a strategic alliance is insufficient to meet a client’s needs, Bryan Cave has helped to engineer new entity joint ventures to… Design, develop, market, and sell educational technology systems; Develop, produce, manufacture, and distribute interactive software titles; Install, service, maintain, and provide technical support for medical diagnostic systems; Develop and build metropolitan area telecommunications networks; Manufacture, market, sell, and distribute test probes for microelectronic devices; Integrate proprietary computer technologies with marketing expertise and know-how; Develop and market an internet-based solution to provide financial and accounting services; Develop and market data management and reporting software and services; Construct, operate for profit, and develop digital optical fiber telecommunications networks throughout the United States; Establish global access to wireless telecommunications networks through satellite link-ups. For more than a decade Bryan Cave attorneys have handled technology outsourcing transactions in a wide variety of industries – from financial services, to shipping and cargo carrying, to managed Internet services. Bryan Cave clients have turned to us to prepare, review, or negotiate complex outsourcing agreements relating to technology functions or services. Bryan Cave has dedicated resources to keep current with the full range of technology outsourcing business practices and their corresponding legal issues and nuances. Today’s non-technology companies regularly engage in technology-driven transactions and potentially have a more pressing need for experienced counsel. The Information Technology Practice Group continually handles such transactions – from the licensing and integration of enterprise software systems, to the development of online e-stores, to the purchase and integration of state-of-the-art server farms – and stands ready to help any client with the structuring of such deals and with the review, preparation, or negotiation of the underlying agreements.
Practices
Outsourcing
As pressures continue to mount on organizations to minimize costs, improve efficiencies, and enhance their competitive advantage, outsourcing non-core yet vital business activities to third-party vendors becomes increasingly essential. Achieving the right relationship between parties is crucial and requires the assistance of seasoned counsel with both an understanding of the legal issues as well as the industries involved. Bryan Cave’s Outsourcing Practice includes skilled attorneys with substantial industry experience equipped to provide a rapid, thorough response to clients’ needs arising across the entire spectrum of outsourcing transactions–Technology Infrastructure Outsourcing; Application Maintenance and Development; Business Process Outsourcing; Business Transformational Outsourcing and Cross-Border Outsourcing. Members of the Outsourcing Practice serve a broad cross-section of industries, including consulting and professional services, energy, information services, traditional computer and network software, online retailing, telecom, network and personal computer equipment, components and accessories, interactive entertainment, insurance, learning and education, automotive, manufacturing, wireless, broadcasting and media, traditional and Internet telephony, and technology and Internet services. The firm’s approach is to treat outsourcing contracts as long-term business ventures between all parties -- with risks and rewards properly aligned to ensure a successful outcome.  In delivering comprehensive legal solutions, our outsourcing attorneys draw upon experience from a wide range of Bryan Cave’s client service groups, including attorneys skilled in corporate and transactional matters, information technology, intellectual property, labor and employment, international law, tax, real estate, employee benefits, environmental law and others. This collaborative “One Firm” approach enables Bryan Cave to provide practical and value-added counsel at every stage of an outsourcing transaction. Our attorneys have participated in all aspects of outsourcing transactions including: Identifying strategic objectives; Evaluating project structures and providing analysis; Developing and negotiating contracts; Evaluating and recommending vendors; Recommending technical advisors and consultants; Identifying conflicts; International and cross-border outsourcing; Customer Relationship Management (CRM). Technology Infrastructure Outsourcing Companies that use information technology outsourcing require efficient, sophisticated systems and software that are capable of responding to a fast-paced technology environment with its rapid changes in business models. Selecting the right technology partner is an integral part of successful ventures. Our outsourcing attorneys have acted as advisors in many types of engagements including: Infrastructure Applications Website development & hosting E-commerce Telecommunications Application Maintenance and Development Outsourcing Applications are the lifeline of any entity, supporting how a business is planned, managed and operated. As entities face the need to quickly respond to customer demands, requirements and issues, applications come under increasing pressure to support the business and maximize output for optimum results. Increasingly complex and integrated application portfolios, high maintenance costs, and added risk become significant issues for companies. We aid our clients in identifying trouble spots and offering timely solutions. Business Process Outsourcing Business Process Outsourcing (BPO) may not involve standard information technology outsourcing. Typical BPO transactions require vendors to take responsibility for a diverse range of business operations, including claims processing, finance and accounting, human resource administration, call centers, real estate and facilities management, check processing, procurement, e-commerce, logistics support and supply-chain management. Because the stakes are so high in a BPO transaction, a vendor must fit seamlessly with a client’s operation, business model and processes. Our extensive experience in this sector coupled with our established, large network of vendor contacts and relationships enables Bryan Cave to facilitate win-win outsourcing arrangements. Business Transformational Outsourcing Business Transformational Outsourcing (BTO) is an evolving offering by major outsourcing vendors.  At the highest level of the outsourcing value chain, BTO offers sophisticated companies the opportunity to leverage their outsourcing contracts to achieve sustained improvement in strategic business functions and long-term competitive advantage.  These transactions generally involve extensive “partnering” between vendor and customer, including financing arrangements to fund investments. They also often include risk and gain sharing based on the parties achieving defined outcomes which are tied to shareholder value improvement or similar metrics. Cross-Border Outsourcing Globalization of organizations and commerce offers both opportunities and challenges for outsourcing. Significant differences in wage rates, real estate costs and regulatory issues compel organizations to consider international/cross-border outsourcing. To achieve the benefits of international outsourcing, enterprises and their service providers must bridge the corresponding cross-border differences in business and social culture, language, geopolitical risk, legal systems, regulation of business transactions and data flows, taxation, financial systems, currencies, logistical infrastructures, time zones, distances and dispute resolution processes. Organizations need to be aware of unstated assumptions to avoid miscommunications. Enterprises, service providers and their respective consultants and attorneys must actively explore the frameworks for cross-border collaboration. Bryan Cave’s Outsourcing Practice provides: International experience and insight as a result of the multiple cross-border outsourcing engagements we have handled; A global footprint, including seven overseas offices and long-standing associations with other foreign law firms, ensuring in-depth knowledge of cultures, regulatory issues and legal systems. What Sets Us Apart The attorneys in Bryan Cave’s Outsourcing Practice understand the critical issues and challenges that organizations must address to achieve a successful outsourcing relationship. Our clients benefit from our: Depth and breadth of outsourcing experience across industries and outsourcing functions; Business model and industry understanding; Service mentality that consistently seeks to exceed client expectations; Access to a global team using Bryan Cave’s “One-Firm” approach; Partnership approach that seeks to continually add value and bring about win-win opportunities.
Practices
Records Management Team
Records Management is an Integral Part of a Corporate Integrity Program  Bryan Cave is internationally recognized for our extensive experience in the laws of records management and other corporate integrity programs.  Our approach in corporate integrity engagements is to perform not only as lawyers, but also as consultants.  Unlike those of consultants who are not lawyers, our deliverables come to the client as an opinion of counsel that all applicable legal requirements, such as mandatory retention obligations, have been adequately addressed.  Of equal importance, we provide the client with the maximum records disposition opportunities consistent with applicable law. The recent amendments to the Federal Rules of Civil Procedure now mandate new forms of electronic discovery that can fast become sweepingly intrusive and expensive – often costing the litigant more than the underlying claim itself.  One author refers to eDiscovery as an “autopsy without benefit of death.”  Bryan Cave’s proprietary “legacy data remediation” procedures can significantly reduce unnecessary costs and risks of eDiscovery.  We believe  senior executives not only have the right, but also a fiduciary duty, to carry out the process of legacy data remediation. Legacy Data Remediation Business records, like any other corporate assets, have a lifecycle.  A company would not hold on to a laptop computer or server that has outlived its lifecycle.  A record that is at the end of its useful life, and that stops providing a return on investment, must be disposed of. Do we really need to keep every email that an employee ever sent or received? Do we really need to save every backup tape we have ever created?  Some of those emails and tapes are many years old.  The answer to both questions is a clear “NO.” In addition to having no business or legal value to the company, some obsolete data may also be unfairly prejudicial.  For instance, an off-hand unauthorized statement by an employee could nonetheless be used against the company in litigation to ascribe to it a position or conclusion that it never embraced.  Absent what we call a “Triggering Event” giving rise to a “Legal Hold Directive”, business organizations have both the right and responsibility to dispose of obsolete records, provided all disposition is carried out consistently, in good faith and in a content-neutral manner.  The goal of consistency is furthered by scrupulously adhering to the organization’s records retention schedule, which represents its predetermined judgment of each record’s lifecycle.  We call this process “legacy data remediation” or “LDR”. Basic Records Management Engagement The basic deliverables of our practice are a Records Management (RM) Policy, Initial “Legalistic” Implementation Procedures and a Records Retention Schedule.  We believe these are the minimum components of a viable RM Program. Policy The Policy is always specifically tailored to a  client’s particular needs, characteristics and geographical reach.  It will preserve as much as possible of the client’s language, style and current ways of doing business, so that implementation will result in the least possible disruption of business.  The Policy usually consists of approximately 10 pages of “plain English” designed to touch all the applicable legal bases, while at the same time remaining  easy to understand by every record maker in the client’s organization.  Implementation Procedures The Implementation Procedures give real life to the Policy.  The Procedures enable all record makers to comply fully with applicable legal requirements, while at the same time permitting the client to avail itself of legacy data remediation opportunities and achieve best practices for the organization, so that important data can be retrieved quickly and easily when needed for business and legal purposes. The “legalistic” Implementation Procedures are part of the basic engagement. They are intended primarily for use by the client’s inside and outside general counsel.  The following  is a partial list of legalistic procedures: Recognizing  triggering events and when to issue legal holds Identify records, locations and timeframe covered Which employees to receive Executing a legal hold in the case of electronic records Legal hold templates Legal hold follow-up questionnaire and interview templates Periodic reissuance of legal hold directive Business and legal case for LDR Carrying out the first round of LDR – the “low-hanging fruit” Simplified and cost-effective process for obtaining opinions of outside RM counsel as to lawfulness of disposition of particular groups of obsolete records New “user mindset” procedures New and uncomplicated electronic data filing and organizing procedures, such as for email Retention Schedule The Retention Schedule lists approximately 80 - 100 categories of records, and assigns a retention period for each.  These periods are based on mandatory retention laws applicable to the particular client, statutory limitations and business (that is, nonlegal) considerations.  As a result of our comprehensive RM knowledge and experience, as well as global capabilities, we never have to “reinvent the wheel,” because we are already experienced  with all major records retention and handling requirements not only in the United States, but internationally as well.   Our databases are kept up to date and complete. More Comprehensive Records Management Engagement We encourage our clients to pick and choose the  specific guidance they need, and to phase the work over time.  For instance, clients who are already well along in the process, or wish to use other inside or outside resources, may not need us to perform all – or even any - of the “preliminary work.” Preliminary Work Landscape Assessment “What is the client’s current records management system, if any?” Preparation of Client’s Current Data Map “Where are the client’s records located at present; what are the current filing and categorizing taxonomies, if any; and how do the client’s current data storage locations (servers, etc.) interact with one another and with the outside world?” Gap Analysis “Does the client’s current RM system fall short of legal requirements and best practices and, if so, in what particular ways?” Preparation of Client’s New Data Map Within budgetary limits, how could the client’s RM system be remapped to comply with legal requirements, achieve RM best practices and facilitate LDR?” Additional “Legalistic” Procedures Assisting client with roll-out of new program documents Supporting the client’s in house legal and IT personnel to obtain senior management and governing board acceptance. Training all record makers in the new rules Integrated with the Policy, Schedule and Procedures Will demonstrate client’s due diligence in training all employees; very useful in court to mitigate vicarious liability, if ever necessary  Informed assent After web-based training and on-line testing, each record maker asked to sign an “informed assent” to the new program Development of risk assessment, ongoing monitoring and enforcement procedures Development of new handling, security and storage protocols (including fulfillment of legal requirements related to privacy) Ongoing legacy data remediation Supportive opinions of outside RM counsel Preparation for eDiscovery - identification and protection of privileged information Assistance in Preparation of Management and IT Implementation Procedures Procedures to Guide in the Selection of RM Software Special Procedures Applicable to Electronic Data Use of IMs and SMS Email legend Ingress and egress data Data backup tapes Voicemail Servercentric Systems Local user policies and registry push-down Data and systems security Data Conversion, Metadata Forensic metadata Metadata useful to the client in its business Static versus native format How to reduce storage footprint of electronic data Data Organization Procedures Retrospective Automated Processes (Sorting, culling, de-duping, etc.) Prospective User mindset User intervention Automated Processes Full Array of Corporate Integrity Programs Records Management is but one of the full array of corporate integrity programs.  We advise clients in all of the following  areas: Antitrust Bribery and Kickbacks (including supplier and customer relations) Competitive Intelligence (“dumpster diving” and economic espionage, etc.) Conflicts of Interest Corporate Opportunities Email, Internet and Computers (including personal use of company property) Employee Political Activities (including contributions and lobbying) Gifts and Entertainment Financial Integrity (including quality of public disclosures and accurate books and records; Sarbanes Oxley and ’34 Act 10b-5) Insider Trading Intellectual Property (including ownership and protection of inventions, marks, logos and ideas; also including IP on electronic media) International Trade and Commerce ((including antiboycott, trade and economic sanctions, export/import and ethical currency transactions (money laundering)) Marketing Integrity (including truth-in-advertising) Product Liability Records Management (including privacy issues and laws such as GLBA, HIPAA, COPPA, FCRA/FACTA and ECPA, as well as international data privacy rules such as Canada’s PIPEDA and the EU Privacy Directive)  
Practices