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| Vivian L. Hanson Partner
Email: vhanson@mofo.com Phone: (212) 506-7393 Fax: (212) 468-7900 |
Vivian L. Hanson is a partner in the Technology Transactions Group in the New York office of Morrison & Foerster LLP. Ms. Hanson has extensive experience in outsourcing, technology transfers, licensing and other intellectual property transactions, as well as joint ventures, strategic alliances, mergers, acquisitions and general corporate matters. Her practice is focused primarily on complex, large-scale outsourcing transactions, as well as domestic and cross-border transactions involving the transfer of intellectual property rights in a variety of industries, including information services, information technologies, financial services, life sciences, new media and entertainment. She also advises Japanese clients and is fluent in Japanese.
Ms. Hanson has lectured for a variety of organizations on outsourcing matters, including for the Sourcing Interests Group, the Association of the Bar of the City of New York and Institutional Investors News. She has also published numerous articles on the subject which have appeared in such publications as The International Trade Law Newsletter, published by ALM, for which she has served on the Board of Editors, as well as The Technology Transactions Newsletter, for which she previously served as a member of the Board of Editors. She has been listed in The Best Lawyers in America (2006) and New York Super Lawyers (2006). She is also ranked by Chambers & Partners as one of America’s leading business lawyers (recommended for “Business Process Outsourcing” and “Technology & IT Outsourcing”).
Prior to joining Morrison & Foerster, Ms. Hanson was Senior Counsel at Home Box Office, a Time Warner company, where she handled an array of legal matters related to the company's foreign and domestic activities. From 1986 through 1993, Ms. Hanson was a member of the International/Commercial Practice Group of the New York office of Baker & McKenzie, where she practiced corporate law.
Ms. Hanson received her J.D. from Columbia Law School in 1986, where she served as the Submissions Editor of The Columbia Human Rights Law Review, and received her B.A. from University of Hawaii at Manoa in 1982.
Representative Matters:
- Lead outside counsel to a major entertainment company in its global ADM outsourcing transaction with Infosys Technologies Limited, signed in April 2007.
- Lead outside counsel to Lenovo (Singapore) Pte. Ltd., a wholly-owned subsidiary of Lenovo Group Limited, in its worldwide, $600 million, seven-year IT outsourcing services agreement with International Business Machines Corporation (IBM), signed in September 2006.
- Lead outside counsel to Lenovo (Singapore) Pte. Ltd. in its 65-country, multi-year HR outsourcing transaction with IBM, signed in December 2005.
- Lead counsel to NYU Hospitals Center in connection with its separation of IT operations from Mount Sinai Hospitals and NYU Downtown Hospital, and the joint outsourcing of IT operations by the hospitals to IBM. The overall outsourcing deal was reportedly valued at $380 million, and was signed in June 2003.
- Lead counsel to Hitachi Ltd. in connection with the outsourcing of IT operations to IBM by the hard-disk drive division acquired by Hitachi from IBM for $2 billion at the end of 2002. The outsourcing transaction involved the entire IT operations of the division in eight different jurisdictions (the U.S., Japan, China, Singapore, Philippines, Germany, Mexico and Thailand), and involved highly-complex intellectual property transfers resulting, in part, from the simultaneous sale of the division and commencement of outsourced services.
- Advises a number of biotech, medical device and pharmaceutical companies doing business in the United States. For example, during the last several years, Ms. Hanson has represented Terumo Corporation, a major Japanese medical product and device company, in connection with a number of licensing transactions. She has also worked extensively with Shionogi USA, Inc., a U.S. subsidiary of the Japanese pharmaceutical company, Shionogi & Co., Ltd., including in connection with its recent launch of the antibiotic, Cedax™, in the U.S. In March 2005, she was lead counsel to Sunol Molecular Corporation, a Florida-based start-up, in the sale of its tissue factor antagonist research program for the potential treatment of inflammatory disease and cancer to Tanox, Inc., a publicly-traded company, in exchange for $6 million and shares of common stock of Tanox.
- Advises clients in connection with intellectual property aspects of M&A transactions, particularly those involving the transfer of patents, trademarks and copyrighted works, such as software. She frequently works with members of Morrison & Foerster’s Corporate Department in structuring and negotiating terms for the sale or licensing of intellectual property rights. For example, she was part of a Morrison & Foerster team advising Fujisawa Healthcare, Inc. in its April 2005 merger with Yamanouchi U.S. Holding Inc. to form the pharmaceutical conglomerate, Astellas Pharma Inc.





