Seth M. Graham

Seth Graham is a partner in Morrison & Foerster’s Technology Transactions Group and advises clients on a wide range of transactional matters involving technology and intellectual property, including licensing arrangements, technology transfers, outsourcing transactions, development agreements, and other commercial and services arrangements.

Seth has over 15 years of experience in the U.S. and Asia advising clients on cross-border IP matters, with a focus on the IT, pharmaceutical, semiconductor and telecommunication industries. Seth regularly counsels clients with respect to software and content licensing arrangements, trademark licenses and branding strategies, outsourcing and cloud computing transactions, and joint development arrangements, as well as on issues regarding open source software, artificial intelligence (AI) and blockchain applications. Seth also assists clients with complex patent licensing arrangements and on intellectual property issues relevant to emerging company investments and project finance and development activities. He has represented client such as SoftBank, Fujitsu, Toshiba, Otsuka and Yahoo! Japan, amongst others.

Seth also has extensive experience advising on adversarial litigation negotiations and settlements, in- and out-bound licensing arrangements across Asia, and mergers and acquisitions, restructurings, joint ventures and other corporate transactions. Seth provides pro bono legal services to Médecins Sans Frontières and other not-for-profit organizations in connection with establishing and enforcing their intellectual property rights.

Seth has been consistently recognized for his work in the technology, media and telecommunications (TMT) space by Chambers Asia-Pacific and The Legal 500 Asia Pacific, and was named as an “Asia Super 50 TMT Lawyer” by Asian Legal Business. Clients comment that Seth has “great negotiation skills” and is their “go to lawyer for IP and cross-border matters” (Legal 500 2024) and that his “service and understanding of our business remains one of main reasons we use Morrison Foerster” (Chambers 2023).

Seth is admitted to practice in New York and California, and is a Gaikokuho-Jimu-Bengoshi in Japan.

Experience

SoftBank and HAPSMobile’s renegotiation of the joint venture with AeroVironment, Inc.

Represented SoftBank Corp. and HAPSMobile in the renegotiation of their joint venture with AeroVironment, Inc., including the parties’ joint activities to develop and commercialize high altitude aerial vehicles and related technology to provide telecommunications services globally.

A global software company’s joint venture to commence operations in Japan

Represented A global software company specializing in big data analytics in establishing a joint venture to commence operations in Japan and in support of several related licensing and commercialization arrangements.

Mitsubishi UFJ Financial Group’s US$706 million investment in Grab Holdings Inc.

Represented Mitsubishi UFJ Financial Group in its US$706 million investment in Grab Holdings Inc., including the negotiation of a related strategic alliance agreement for the joint development of next generation bespoke financial services in Southeast Asia.

Mitsubishi Heavy Industries’ US$550 million carve-out acquisition

Represented Mitsubishi Heavy Industries in its US$550 million carve-out acquisition of the regional jet program from Bombardier Inc., a global leader in the transportation industry.

SoftBank Group’s US$9.6 billion investment in Xiaoju Kuaizhi Inc.

Represented SoftBank Group in its US$9.6 billion investment in Xiaoju Kuaizhi Inc. (DiDi), China’s leading ride-hailing and mobile transportation platform.

Alibaba Group’s acquisition of an equity interest in Ant Financial.

Represented Alibaba Group in its acquisition of a 33% equity interest in Ant Financial.

Toshiba’s divestiture of its legacy TV business to Hisense Electric Co., Ltd.

Represented Toshiba in the IP and commercial aspects of both its divestiture of its legacy TV business to Hisense Electric Co., Ltd. and its global carve-out and sale of an 80% stake in Toshiba Lifestyle Products & Services Corp. to Midea Group Co., Ltd.

A global technology consulting firm’s software licensing and open source issues

Represented a global technology consulting firm in connection with software licensing and open source issues related to the development and commercialization of a global data analytics and machine learning product offering.

Softbank’s US$1 billion investment in OneWeb

Represented SoftBank in its US$1 billion investment in OneWeb, as well as in associated financing and off-take arrangements relating to OneWeb’s in-development constellation of 600 LEO satellites to provide global connectivity.

Kaken Pharmaceutical’s various development and commercialization partnerships

Represented Kaken Pharmaceutical in connection with various development and commercialization partnerships around the globe, including Kaken’s arrangement with Bausch Health Companies Inc., for the development and commercialization of various pharmaceutical products in the United States.

SoftBank’s IP and commercial issues

Represented SoftBank in connection with IP and commercial issues related to the Alibaba Group’s US$4 billion restructuring of its holdings in Alipay, China’s largest online payment system, and the later restructuring of Alibaba’s financial services businesses undertaken in preparation for Alibaba’s IPO.

Otsuka’s development and commercialization agreement

Represented Otsuka in its development and commercialization agreement negotiations with ReCor Medical.

TDK’s joint venture with Qualcomm

Represented TDK in the IP aspects of its RF filter and module joint venture with Qualcomm.

Splunk’s acquisition of Caspida, Inc.

Represented Splunk in connection with IP, open source, and commercial issues regarding its acquisition of Caspida, Inc., a leading innovator in machine learning and behavioral analytics.

AccuWeather’s joint venture with Huafeng Media Group

Represented AccuWeather in IP matters in connection with its formation of a joint venture with Huafeng Media Group, the commercial weather entity owned by the China Meteorological Administration, to launch the first foreign weather service in China.

Yahoo! Japan’s partnerships with various advertising technology service providers

Represented Yahoo! Japan in IP and commercial matters relating to its partnerships with various advertising technology service providers for Yahoo! Japan’s Internet platforms.

Rankings

Recommended in Japan: Intellectual Property

The Legal 500 Asia Pacific 2024

Asia Super 50 TMT Lawyers

Asian Legal Business 2023

Ranked in Japan: TMT (Band 2)

Chambers Asia-Pacific 2024

Next Generation Partner in Japan: TMT