Best Technology Transactions Lawyers in Passage West

About Technology Transactions Law in Passage West, Ireland

Technology transactions law covers how technology is created, licensed, sold, integrated, supported, and transferred. In Passage West and across Ireland, these transactions include software development and licensing, cloud and SaaS subscriptions, hardware and embedded software supply, data sharing and processing, reseller and distribution arrangements, intellectual property assignments, open source governance, and tech-heavy mergers and acquisitions. While Passage West is a local business community in County Cork, the applicable legal framework is largely national and EU based. Many businesses negotiate and service tech deals from Cork and beyond, while relying on Irish and EU law for contract formation, IP protection, data protection, and consumer rights.

Because technology evolves quickly, contracts must balance commercial flexibility with legal safeguards. Well-crafted agreements clarify ownership of intellectual property, control how data is used and protected, set service levels and remedies, allocate risks through warranties and indemnities, and provide clear exit paths if the relationship ends. Getting these points right at the outset can prevent costly disputes later.

Why You May Need a Lawyer

You may benefit from a technology transactions lawyer if you are:

- Building or buying software or a platform and need a software development agreement, SaaS terms, or implementation and support agreement.

- Licensing technology in or out, including content, APIs, databases, and know-how, and need to preserve ownership while granting suitable rights.

- Processing personal data and must comply with GDPR and the Data Protection Act 2018, including lawful basis, data processing agreements, and international transfers.

- Using open source components and want to avoid unwanted copyleft obligations or license conflicts in your commercial product.

- Selling to consumers and need to align your terms, warranties, and cancellation rights with the Consumer Rights Act 2022.

- Negotiating service levels, uptime commitments, and credits for a critical cloud service used by your customers or your business.

- Involved in a corporate deal such as an investment, asset purchase, or share sale where IP and data assets must be properly transferred and diligence must identify risks.

- Contracting with public bodies and need to comply with tender rules, security standards, and FOI constraints while protecting your trade secrets.

- Expanding internationally and facing export controls, sanctions, cross-border tax and VAT issues, and choice of law questions.

- Responding to a dispute about infringement, misuse of confidential information, scope creep, unpaid fees, or service level failures, and you need a fast and pragmatic resolution path.

Local Laws Overview

Contract law basics - Irish contract law is largely common law based. Technology contracts should be clear on scope, milestones, acceptance, pricing, change control, and termination. Limitation of liability, indemnities, and warranty clauses must be drafted with Irish enforceability in mind. The Mediation Act 2017 encourages early dispute resolution, and arbitration is supported by the Arbitration Act 2010.

Intellectual property - Software is protected by copyright under the Copyright and Related Rights Act 2000. Trademarks are governed by the Trade Marks Act 1996. Patents are available for technical inventions under the Patents Act 1992, though pure software as such is not patentable unless it has a technical effect. Databases can benefit from database rights. Trade secrets are protected under the European Union Trade Secrets Regulations 2018. Moral rights exist under Irish law, and while they cannot be assigned they can often be waived in contracts.

Data protection - The EU GDPR and the Irish Data Protection Act 2018 apply where personal data is processed. Controllers and processors must have appropriate agreements, technical and organisational security measures, and a lawful basis. International transfers outside the EEA typically require safeguards such as Standard Contractual Clauses and transfer risk assessments. The Data Protection Commission regulates and can investigate breaches.

Consumer protection for digital products - The Consumer Rights Act 2022 sets conformity and update obligations for digital content and digital services supplied to consumers, creates strong remedies for defects, and restricts unfair contract terms. If you sell to consumers, your pre-contract information, cancellation and refund procedures, and post-contract support must comply.

Electronic signatures and e-contracting - Electronic signatures are valid under the EU eIDAS Regulation and the Electronic Commerce Act 2000. Advanced or qualified e-signatures may be required for higher risk transactions, but most commercial tech contracts can be signed electronically if parties agree.

Competition and distribution - Irish and EU competition rules restrict anti-competitive agreements. Vertical arrangements such as exclusive distribution or resale price restrictions must be structured carefully. The Competition and Consumer Protection Commission oversees enforcement in Ireland.

Public procurement and FOI - Public sector tech contracts are awarded under EU-derived procurement rules. Confidential information submitted in tenders can be protected, but the Freedom of Information Act 2014 may apply to records held by public bodies, so contracts should address confidentiality and trade secrets.

Cybersecurity and sector rules - Sectoral rules may apply, such as telecommunications oversight by ComReg, payment services supervision by the Central Bank under PSD2, and evolving cybersecurity obligations under EU law. Technical and organisational security measures are often contractually mandated and audited.

Tax and VAT considerations - Irish VAT generally applies at 23 percent, but the place of supply rules for digital services can shift VAT to customer locations. Royalty and cross-border payment characterisation can have tax impacts. Seek specialist tax input where licensing is cross-border.

Export controls and sanctions - Certain software, encryption, and technical services may be controlled under the EU Dual-Use Regulation. Screening counterparties and destinations against sanctions lists is an important part of compliance.

Local context - Passage West businesses typically contract under Irish law, often engaging solicitors and advisors in County Cork. University College Cork and Munster Technological University have active research and tech transfer ecosystems, which can influence local collaboration agreements and spin-out structures.

Frequently Asked Questions

What types of agreements are common in technology transactions

Typical agreements include software development and implementation contracts, SaaS and cloud subscriptions, software and content licenses, maintenance and support agreements, reseller and distribution agreements, data processing and data sharing agreements, escrow arrangements for source code, and IP assignment or option agreements associated with investment or M and A.

Are electronic signatures valid for tech contracts in Ireland

Yes. Electronic signatures are recognised under eIDAS and the Electronic Commerce Act 2000. Most commercial contracts can be signed electronically if both parties agree. Higher assurance e-signatures may be appropriate for high value or regulated transactions, or where identity verification is important.

Who owns code developed by an external contractor

By default, contractors usually own what they create unless the contract assigns it. Your agreement should include a present assignment of IP, waivers of moral rights where permissible, and obligations to deliver source code, documentation, and further assurances to perfect title. Without this, you may only receive a limited license.

How should we address GDPR in a SaaS or cloud deal

Identify roles as controller or processor, include a compliant data processing agreement, specify security measures, define sub-processor approval and audit rights, address international transfers, and set breach notification timelines. Ensure the service can support data subject rights requests and retention or deletion requirements.

Do we need to worry about open source licenses in our product

Yes. Open source components come with license obligations that can affect distribution, attribution, and in some cases require sharing source code of derivative works. Maintain a software bill of materials, review license compatibility, and set a governance process for approvals and notices. Your customer contracts should reflect how you use open source.

Can software be patented in Ireland

Pure software as such is not patentable, but inventions that use software to produce a technical effect can be. Many software products rely on copyright and trade secrets instead. A patent attorney can assess whether your solution meets the technical effect threshold and whether patenting is commercially worthwhile.

What is a fair limitation of liability clause

There is no one size fits all. Caps often reference fees paid over a defined period, with higher or uncapped liability for data protection breaches, IP infringement, or death and personal injury. Irish law restricts exclusion of liability for fraud and can scrutinise unfair terms in consumer contexts. The cap should align with your risk profile and insurance.

What are service levels and service credits

Service levels define measurable performance, such as uptime, response, and resolution times. Service credits are usually the exclusive remedy for service level failures, expressed as a percentage credit on fees. Ensure measurement methods, exclusions, maintenance windows, and chronic failure remedies are clear.

How are international data transfers handled

Transfers of personal data from the EEA to non-EEA countries generally require safeguards such as Standard Contractual Clauses and a transfer risk assessment. Some destinations may benefit from an adequacy decision. Your vendor list, data maps, and contractual terms should document and manage these flows.

Can we choose a non-Irish governing law and still operate from Passage West

Yes, parties can agree a governing law and jurisdiction. For Irish customers and regulatory issues, Irish law is often preferred, but cross-border deals may use another law. Consider enforceability, mandatory local laws like consumer rules, and practicalities of dispute resolution. Arbitration is a common neutral forum in international contracts.

Additional Resources

Data Protection Commission - Regulator for GDPR and the Data Protection Act 2018, publishes guidance and enforcement decisions.

Intellectual Property Office of Ireland - Registration and information for patents, trademarks, and designs, plus guidance on IP ownership and licensing.

Companies Registration Office - Company filings and charges, useful for due diligence and corporate authorisations on signatories.

Competition and Consumer Protection Commission - Guidance on competition compliance and consumer protection standards for digital goods and services.

Enterprise Ireland - Supports scaling Irish companies including guidance on export, IP, and R and D funding.

Local Enterprise Office South Cork - Local supports for SMEs in County Cork, including mentoring on contracts and compliance.

Courts Service of Ireland - Information on court processes, mediation options, and enforcement of judgments.

Arbitration Ireland and the Chartered Institute of Arbitrators Irish Branch - Resources on arbitration and alternative dispute resolution.

IDA Ireland - Guidance for inward investors on operating in Ireland, including talent, IP, and regulatory considerations.

University tech transfer offices at University College Cork and Munster Technological University - Guidance on collaboration, licensing, and spin-outs.

Next Steps

Clarify your goals - List the technology, data, scope, timelines, deliverables, and commercial drivers. Identify who owns what, both pre-existing IP and what will be created.

Map the data - Document what personal data will be processed, where it will be hosted, who will access it, and any international transfers. Decide roles and safeguards.

Assemble key documents - Any prior NDAs, proposals, statements of work, security policies, and your current standard terms. Gather open source inventories and any privacy notices.

Assess risk and insurance - Consider your acceptable caps on liability, indemnities you can give or require, and whether your insurance aligns with the deal.

Engage a solicitor - Speak with an Irish technology transactions lawyer familiar with Cork market practice. Ask for a scoping call and a clear fee proposal for drafting or reviewing your contracts.

Plan negotiation strategy - Prioritise must-have points such as IP ownership, data protection, service levels, and termination rights. Decide what you can trade to get essentials agreed.

Operational readiness - Ensure your internal teams can meet contractual obligations, including support response times, security audits, data subject rights handling, and compliance reporting.

Final checks before signature - Confirm signatory authority, governing law and jurisdiction, and that schedules and statements of work match the main terms. Verify privacy and security annexes align with your actual practices.

After signature - Set up contract management, calendar renewals and notice dates, monitor service levels, and review compliance obligations periodically.

Important note - This guide is general information, not legal advice. For advice on your situation in Passage West or elsewhere in Ireland, consult a qualified solicitor experienced in technology transactions.