About

Wai Choy has deep expertise in technology, media, outsourcing and intellectual property-related transactions and counseling and is a partner in Proskauer’s Technology, Media & Telecommunications

Wai Choy has deep expertise in technology, media, outsourcing and intellectual property-related transactions and counseling and is a partner in Proskauer’s Technology, Media & Telecommunications Group, Life Sciences Group, Privacy & Cybersecurity Group and Blockchain Group. He serves as a trusted advisor to clients at various stages in their development and across industries, including technology, life sciences, financial services, entertainment, e-commerce, sports and advertising.

 

Wai helps clients navigate legal and business issues and leads the structuring, drafting and negotiation of a wide range of contracts, such as:

  • Service agreements for a variety of services, including software as a service (SaaS) and other hosted services, data analytics, digital marketing, software and website development, systems integration, technology implementation, payment processing and outsourcing;
  • In the biotech, pharma and medical device arena, agreements covering research and development collaborations, intellectual property licenses, manufacturing, supply and distribution services, sponsored research, grants, revenue sharing and other strategic partnerships among commercial entities, academic institutions and/or charitable organizations;
  • Collaboration agreements between strategic partners for the development, manufacturing and commercialization of new technology, products and services;
  • Software license agreements and other complex intellectual property license and assignment agreements;
  • Terms of use, privacy policies and end user license agreements for websites, mobile apps and other software;
  • Content production, license and distribution agreements covering various business models and distribution methods;
  • Revenue sharing, joint venture, reseller, supply, equipment purchasing, manufacturing and other types of general commercial agreements; and
  • Advertising-related agreements spanning digital, radio and billboard media, including programmatic advertising platform agreements, lead generation service agreements, advertising reseller and affiliate agreements, insertion orders and advertising terms and conditions.

In the context of mergers, acquisitions and financings, Wai:

  • Guides clients through technology, intellectual property, privacy and data security matters;
  • Leads teams in conducting legal due diligence; and
  • Drafts and negotiates key transaction documents, such as purchase, merger, transition services and intellectual property license agreements.

Wai also counsels clients and provides strategic advice regarding:

  • Blockchain and distributed ledger technology development, structuring and implementation, the establishment of U.S.-regulated digital asset trading platforms and hedge funds, token offerings and associated legal issues;
  • Privacy, cybersecurity, confidentiality, intellectual property, right of publicity and defamation laws and issues;
  • Use of open source code under various permissive and copyleft licensing schemes, including structuring combinations of open source code with proprietary code; and
  • Internet, digital marketing and media-applicable U.S. laws.

Wai serves as Co-Editor of Proskauer’s Blockchain and the Law blog and has been a guest lecturer on blockchain technology at Fordham University School of Law. Prior to joining Proskauer, Wai worked in the Business & Legal Affairs departments of Marvel Studios in Los Angeles and Marvel Entertainment in New York on a variety of licensing, film and television production, merchandising and publishing matters. At the University of Pennsylvania Law School, Wai served as Senior Editor of the University of Pennsylvania Law Review.

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Before the onset of the COVID-19 pandemic, companies were already exploring the promise of blockchain to modernize certain aspects of their supply chains.  Traditional supply chains can be inefficient, data intensive and costly, often characterized by burdensome paperwork, conflicting records and delays resulting from manual reconciliation processes involving a series of transactions and document exchanges among multiple parties.  Blockchain offers potentially substantial benefits in this context, including the secure and auditable validation of transactions, automated documentation to support legal and customs compliance, improved quality control, enhanced end-to-end transparency (e.g., for verifying sustainability or ethical sourcing standards), and overall improvements in efficiency and cost-control. Indeed, ever since news reports in 2018-19 that Walmart had successfully tested a blockchain platform for food traceability and accountability to track mangoes and other products through the supply chain, entities have been looking in earnest at, and investing in, blockchain solutions targeting the supply chain. Indeed, Walmart has continued to invest and conduct trials of blockchain solutions, having recently announced in August the promising results of Walmart Canada’s use of blockchain technology to reduce inefficiencies and invoice disputes for freight and trucking payments.

Blockchain applications in the supply chain to date have largely been in the testing or pilot phase, however, due to the complex array of necessary considerations. As a preliminary step, companies seeking to leverage blockchain solutions need to assess blockchain’s potential applications and advantages, the practical aspects of transitioning away from legacy systems, and the legal and operational issues associated with the use of blockchains. Before going live, participants in a private blockchain must first understand and be satisfied with how the blockchain will be implemented and administered, including, for example, which parties will be responsible for maintaining the blockchain, which data will be stored “on-chain” or “off-chain” to achieve the desired functionality without compromising the confidentiality of certain proprietary data, and how cybersecurity and data origin integrity issues will be handled. In many situations, an overarching written legal agreement among the various participants is necessary to ensure clear and robust governance and to address key legal issues. Also, testing a blockchain solution in the supply chain context is necessarily a collaborative affair (e.g., it may involve assembling a consortium) because a working platform that delivers business value in a supply chain will require participation by the various players in the ecosystem. This can raise antitrust compliance considerations, requiring careful structuring.  Thus, while there was optimism in using blockchain to bring the supply chain into a new digital age before the pandemic, many organizations felt that implementation could wait.  However, the COVID-19 outbreak has spurred changes in that mindset.

About

Wai Choy has deep expertise in technology, media, outsourcing and intellectual property-related transactions and counseling and is a partner in Proskauer’s Technology, Media & Telecommunications

Wai Choy has deep expertise in technology, media, outsourcing and intellectual property-related transactions and counseling and is a partner in Proskauer’s Technology, Media & Telecommunications Group, Life Sciences Group, Privacy & Cybersecurity Group and Blockchain Group. He serves as a trusted advisor to clients at various stages in their development and across industries, including technology, life sciences, financial services, entertainment, e-commerce, sports and advertising.

 

Wai helps clients navigate legal and business issues and leads the structuring, drafting and negotiation of a wide range of contracts, such as:

  • Service agreements for a variety of services, including software as a service (SaaS) and other hosted services, data analytics, digital marketing, software and website development, systems integration, technology implementation, payment processing and outsourcing;
  • In the biotech, pharma and medical device arena, agreements covering research and development collaborations, intellectual property licenses, manufacturing, supply and distribution services, sponsored research, grants, revenue sharing and other strategic partnerships among commercial entities, academic institutions and/or charitable organizations;
  • Collaboration agreements between strategic partners for the development, manufacturing and commercialization of new technology, products and services;
  • Software license agreements and other complex intellectual property license and assignment agreements;
  • Terms of use, privacy policies and end user license agreements for websites, mobile apps and other software;
  • Content production, license and distribution agreements covering various business models and distribution methods;
  • Revenue sharing, joint venture, reseller, supply, equipment purchasing, manufacturing and other types of general commercial agreements; and
  • Advertising-related agreements spanning digital, radio and billboard media, including programmatic advertising platform agreements, lead generation service agreements, advertising reseller and affiliate agreements, insertion orders and advertising terms and conditions.

In the context of mergers, acquisitions and financings, Wai:

  • Guides clients through technology, intellectual property, privacy and data security matters;
  • Leads teams in conducting legal due diligence; and
  • Drafts and negotiates key transaction documents, such as purchase, merger, transition services and intellectual property license agreements.

Wai also counsels clients and provides strategic advice regarding:

  • Blockchain and distributed ledger technology development, structuring and implementation, the establishment of U.S.-regulated digital asset trading platforms and hedge funds, token offerings and associated legal issues;
  • Privacy, cybersecurity, confidentiality, intellectual property, right of publicity and defamation laws and issues;
  • Use of open source code under various permissive and copyleft licensing schemes, including structuring combinations of open source code with proprietary code; and
  • Internet, digital marketing and media-applicable U.S. laws.

Wai serves as Co-Editor of Proskauer’s Blockchain and the Law blog and has been a guest lecturer on blockchain technology at Fordham University School of Law. Prior to joining Proskauer, Wai worked in the Business & Legal Affairs departments of Marvel Studios in Los Angeles and Marvel Entertainment in New York on a variety of licensing, film and television production, merchandising and publishing matters. At the University of Pennsylvania Law School, Wai served as Senior Editor of the University of Pennsylvania Law Review.

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