Law Schedule of Classes

NOTE: Course offerings change. Classes offered this semester may not be offered in future semesters.

Apart from their assigned mod courses, 1L students may only enroll in courses offered as 1L electives. A complete list of these courses can be found on the 1L Elective Listings page. 1L students must use the 1L class number listed on the course description when enrolling.

276.41 sec. 001 - Advanced IT Contracts: Drafting and Negotiating (Spring 2023)

Instructor: David William Tollen  (view instructor's teaching evaluations - degree students only)
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Units: 1
Grading Designation: Credit Only
Mode of Instruction: In-Person


Tu 08:00 AM - 10:30 AM
Location: Law 170
From January 31, 2023
To February 28, 2023

Course Start: January 31, 2023
Course End: February 28, 2023
Class Number: 32462

Enrollment info:
Enrolled: 28
Waitlisted: 0
Enroll Limit: 50
As of: 08/24 11:03 PM

Students learn to write and negotiate technology contracts. The goal is to prepare them to practice as transactional attorneys in the IT industry. The secondary benefit is training on contract drafting and negotiation in general, which supports legal work in any industry.

The primary content is a clause-by-clause review of the key terms in softare-as-a-service and other cloud computing contracts, software licenses, and the other bread-and-butter agreements of the IT industry. But the course will also include content that is not clause-specific, particularly a primer on contract drafting itself, a review of the IT industry and its particular legal concerns (e.g., open source software), and a primer on intellectual property as it applies to the industry.

This is not a course on IP licensing. That topic, however, will play a role.

The course is taught by David W. Tollen, an author, expert witness, trainer, and attorney. Mr. Tollen wrote The Tech Contracts Handbook: Cloud Computing Agreements, Software Licenses, and Other IT Contracts for Lawyers And Businesspeople (ABA Publishing 2021). The book is the number-one bestseller from the IP Section of the American Bar Association, and it will serve as the course’s key text. Mr. Tollen is also the founder of Tech Contracts Academy™, LLP, where he teaches lawyers and businesspeople to draft and negotiate IT agreements. Finally, Mr. Tollen is the founder of Sycamore Legal® P.C., an IP and IT boutique law firm in San Francisco. There, he represents buyers and sellers in IT transactions and also serves as an expert witness for cases on the same topic. He graduated cum laude from Harvard Law School and has an Ll.M. from Cambridge University and a B.A. in history from U.C. Berkeley.

Attendance at the first class is mandatory for all currently enrolled and waitlisted students; any currently enrolled or waitlisted students who are not present on the first day of class (without prior permission of the instructor) will be dropped. The instructor will continue to take attendance throughout the add/drop period and anyone who moves off the waitlist into the class must continue to attend or have prior permission of the instructor in order not to be dropped.

Prior experience drafting contracts is recommended but not required. Students without that experience may find they lack important background knowledge.

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Exam Notes: (TH) Take-home examination
Exam Length: 2 hours
Course Category: Business Law

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Required Books are in blue

  • The Tech Contracts Handbook: Software Licenses, Cloud Computing Agreements, and Other IT Contracts for Lawyers and Businesspeople
    David W. Tollen
    Edition: 3rd ed., 2021
    Publisher: ABA
    ISBN: 9781641058537
    e-Book Available: Yes
    e-Book procurement note:
    Price: $37.95
    Price Source: user provided

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