CHRIS RUEPPELL

*** ******* **., ***** *****, Florida 32081; 443-***-**** • ac8c79@r.postjobfree.com • linkedin.com/in/rueppellconsulting

CA & MD Bar Member • Legal Advisor 18+ yrs (firm/in-house/outside counsel) • USPTO Reg. No. 47045

CORPORATE GENERALIST • IP SPECIALIST • KNOWLEDGE/TECHNOLOGY MANAGEMENT

SELECT INDUSTRY/TECHNOLOGY FIELDS

E-Commerce To Software (Dev&Lic) to Internet/Web-based Services (Cloud/SaaS); IT/Technology to Cybersecurity/Data Privacy; Financial Services (Payment) Processing to Mobile Technology

AREAS OF EXPERTISE (Domestic, Multi-Jurisdictional and International Legal and Business counselor):

• General Corporate Counselor and Risk Manager

oBoth in-house and outside counsel experience leading (budgeting), managing and supporting cross-border legal and business initiatives from high-volume, international commercial (technology) transaction groups to M&A and divestitures (> $100 million), to asset purchases/sales (mid-100k’s to millions), to licensing of technology/IP (mid-100k’s to millions).

oStrategic and legal advisor from Boardrooms, to R&D, to operational matters, building internal understanding on complex matters to support and/or manage (enterprise-level to one-off’s) monitoring and compliance programs; project development, implementation and management; and training/cultural awareness initiatives.

oRisk mitigation/preventative approach to establishing relationships from Service Agreements (i.e., MSAs to CSAs, Cloud and SaaS) to outsourcing; OEM’s to purchase/sale agreements and including strategic alliances JVs, collaboration, teaming and partnering agreements; confidentiality and technology transfer agreements; as well as research and consulting agreements.

oOpen and effective communicator, explaining complex matters and building cross-functional understanding. Creative problem-solver with inquisitive approach, experienced in the application of new ideas for addressing potential problems and the maturity to deliver unpopular advice with alternative considerations. Seasoned understanding of the business urgency for providing timely advice and delivery of results, based on prioritization of multiple and often competing demands.

oManager of adversarial actions: dispute resolution, litigation (Pre), ITC & other IP rights related activities; including the utilization of outside counsel and third-party resources.

oTeam player - maintain awareness of industry and legal trends for risk mitigation and application in leading and managing projects, providing internal auditing and compliance training, in support of business objectives.

oCommunity Service - Board Member for Baltimore Museum of Industry and President of Athletic Council for Monsignor Slade Catholic School - providing counsel and strategic leadership for non-profit organizations.

• Intellectual Property Specialist

oGeneral Manager and Innovation leadership - Experienced team leader (Executive/Ops/Legal) in developing, implementing and managing strategic, global innovation/technology and IP Portfolio Management programs, achieving high growth (>20%) in R&D efforts, innovation capture, rights obtainment and internal/external exploitation metrics. Leader for US and international IP rights obtainment (i.e., Patent, Trademark, Copyright and Trade Secret), invention and rights viability analysis, commercialization and monetization strategic planning.

oRisk Manager - Team leader providing IP Infringement and Competitive/Marketplace IP and Technology analysis. Performing IP Audits and Due Diligence in various transactions and for new technologies and products.

oIP and Technology Deal work - Accomplishing numerous deals, such as Vendor agreements, Development and Use agreements, Sales and Acquisitions, Licensing and Royalty agreements, many valued in the seven to nine figures; Supporting business teams in technology transfer, as well as technology adoption and integration. Leading teams in establishing SaaS, Cloud, data, collaboration, teaming and partnering agreements; confidentiality and technology transfer agreements; as well as research and consulting agreements. Supporting business teams in technology transfer, as well as technology adoption and integration.

• Knowledge Management (Technology/Privacy/Cybersecurity)

oAdvising on Data and Privacy Governance (Policy/Security); addressing privacy and security matters both internally and in cross-border transactions.

oProviding Cultural Awareness Initiatives – Best Practices for IP/Innovation (Develop, Protect, Value Capture); Cross border technology/data proliferation; Policy development and implementation (i.e., SOPs).

EDUCATION

J.D. (2000), PEPPERDINE UNIVERSITY SCHOOL OF LAW, Malibu, CA • B.S. (1994-biology), OREGON STATE UNIVERSITY, Corvallis, OR

NCAA Division I Basketball Scholarship

CAREER HISTORY and SELECT ACHIEVEMENTS

RUEPPELL CONSULTING, Ponte Vedra, FL 2009 - Present

Domestic, Multi-National and International Legal And Business Counselor

As in-house and outside counsel, for publicly traded companies to small and mid-sized businesses, I provide comprehensive expertise and a bridge between leadership, legal and operations to achieve business goals. Highlights include:

General Corporate. Leading, managing and collaboratively working with legal and business (C-level to Ops) teams, internal and external partners, in handling all aspects of M&A transactions and high volume, sophisticated commercial transactions groups addressing matters ranging from MSAs, SaaSs, to subcontracts, SOWs and NDAs. Examples, include:

Represented NYSE-listed client in divestiture of business units, representing a total value of over $100 million.

Represented NYSE-listed client in multiple acquisitions, from software to hardware companies, combined value of over $50 million.

Represented clients in sale of assets and businesses, transaction values ranging from mid-hundred thousands to millions.

Working with development teams to address matters ranging from R&D partnerships, to acquisitions, to Project Management, and handling negotiating and drafting complex commercial transactions (collaborations, to IP/Invention transactions, to Technology transactions). Providing general counsel for corporate governance; to employment; to cultural “best-practices” training (internal or external policies, rules, regulations and compliance). Extensive contracting experience for private, non-profit and public companies across industries and encompassing governmental, securitization, international, and multi-national needs.

oStrategic and Collaborative

Led executives and Ops teams on numerous deals by developing, negotiating and implementing commercial plans; providing Project Management (including budgeting) for sophisticated deals, building the strategic packages and ensuring compliance with all obligations.

Work with operations teams for on-boarding and divestiture of business units.

Teaming with internal clients to identify potential acquisition, sale or partnering targets and managing the transaction projects, from strategic alliances, JVs, collaborations and partnering relationships; to asset sale/acquisitions; to workforce corrections and training.

oTechnical/Transactional

Software and data agreements (development, adoption, use, and licensing), including structuring custom SaaS, CSA agreements.

Experienced with various commercial needs including sourcing (out), joint venturing, non-competition, construction, real-estate deals, RFPs and OEMs.

Complex commercial contracting: leading and working with internal and external partners to address sophisticated transactions from master use and service agreements, to asset and technology assignment and licensing (i.e., IP rights, technologies and inventions), to development deals; non-disclosure, vendor agreements; to sale, reseller, and/or supply and distribution.

oGovernance, Cultural and Internal Diligence

Partner with and provide strategic counsel to internal clients/teams from HR to finance, product/service R&D to integration, corporate relations to tax and other internal clients/teams. Assisting business leaders in addressing policy matters, required filings (e.g., SEC) and potential liability exposure on regulatory issues from Foreign Corrupt Practices Act to PCI-DSS compliance

Managing the administration of contracting departments, ensuring compliance with obligations and commitments.

Collaboratively working with business leaders on policy development, implementation and compliance. Leading internal teams compliance training and managing internal audits and analysis of matters (i.e., IP, HR, Export) resulting in implementation of training programs regarding policy compliance and best practices.

oRisk Management

Dispute resolution and litigation counseling and management. Working with internal teams and external partners to develop strategic plan and execute necessary actions for resolving disputes.

Teaming with business leaders to address competitive matters (i.e., infringement/misappropriation) and decreasing risk exposure from proprietary information loss (“employee flight”).

Intellectual Property (IP). Developed, implemented and managed comprehensive IP/R&D and technology management programs, establishing systemic approach for managing and measuring the effectiveness of all aspects of R&D efforts, IP Portfolio management and technology use. For various clients, achieving high growth (>20%) in R&D efforts, innovation capture and rights obtainment. In addition, accomplishing numerous IP/technology deals, such as licensing, sale and other transactions, many valued in the seven to nine figures.

oStrategic and Collaborative – Led and managed internal teams and external partners to establish and implement strategic IP/R&D plans, exceeding strategic goals in IP Portfolio growth and value capture. Developed and implemented IP rights (i.e., trade-secret) audits, policies, monitoring and protection SOPs. Strategic analysis of invention/innovation disclosures and development project proposals to identify value and IP right viability.

oTransactional and Technical - negotiated and closed numerous deals resulting in delivery of millions of dollars to clients from In/Out-bound Licensing (IP, Technology & Software) agreements, to asset purchase and venture/collaboration agreements. Performance of IP audits and deal due diligence.

Represented company in negotiating nine figure licensing and royalty agreement for use of developed technology and associated IP rights.

Represented company in multiple IP portfolio and asset acquisitions, including invention, IP rights, software and technology.

Teamed with operations employees to identify and address adoption and integration issues related to technology requirements for new products/services.

oProsecution - Filed numerous domestic and international patent and trademark applications - obtaining numerous patent rights, trademarks and copyright registrations.

oCultural - developed and delivered programs to C-level executives, legal and operations teams on best practices in IP & innovation management, resulting in implementation of SOPs across all business units.

oCompetitive Marketplace – competitive IP portfolio analysis and work-around development; marketplace landscaping for internal asset development and use efforts (i.e., clearance, freedom-to-operate opinions); portfolio (asset) purchases and sales.

oRisk management – Litigation support; IP infringement analysis in litigation and agency/commission proceedings.

oCollaboration – established numerous strategic alliances, joint ventures/development, and other working relationships both across internal business units and between external collaborators to achieve IP development, protection, commercialization and/or securitization goals.

Knowledge and Technology Management. Led and managed efforts across international borders, multiple operational teams and multi-national business units and team members to build and implement import/export programs, technology development efforts, and data governance/risk management strategies to effectively address competitive issues, data transfer (privacy) and regulatory compliance concerns. Managing the team, and addressing data privacy, for on-boarding of various acquisitions of clients.

oStrategic/Technical – managed import/export matters, from internal to “deal-work” regulatory compliance to technology proliferation; implemented privacy protection frameworks (i.e., policy, standard contractual clauses) addressing ever changing regulatory environments in the US (federal and state) and outside the US; developed and implemented technology programs to ensure compliance with best practices, avoid potential rights infringement and decrease risk of loss of competitive information.

oTransactional – cross border transfer, sale and licensing of technologies, including training on and implementation of regulatory compliance policy and controls; negotiated data stewardship/privacy agreements with 3rd parties (e.g., vendors, suppliers) to promote compliance with internal policies and external privacy protections. Led and managed numerous efforts to secure, protect and capture value from proprietary assets and valuable technologies.

oCultural - led privacy and technology awareness training programs to promote internal understanding of best practices in managing all aspects of these concerns.

oDiligence – audit and analysis of data use/transfer activities to identify potential liabilities and work with technical teams to build solutions (e.g., scraping, encryption) that ensure policy compliance. Performance of technology audits to identify where innovation is occurring and how to capture and use it effectively.

oRisk Management – work with on-boarding business units to update their platforms and manage transition/transfer of technology and data to/from existing operational platforms.

oCollaboration - building consensus amongst numerous business units, operations teams and external partners, both in USA and in other jurisdictions, for addressing privacy and technology concerns and building work arounds in accordance with business objectives.

Risk Management and Litigation/Agency Counseling. Litigation and dispute resolution management from contractual breach to IP infringement; business solutions through diligence investigations, identifying potential risks posed (regulatory or in/from the marketplace), and finding opportunities for potential work-arounds or compliance governance that promote increased competitiveness and limit risk exposure. Litigation and Agency counseling to assist clients in addressing infringement/export/data transfer matters, asserting rights, responding to demands, advance preparation for actions, handling actions and effectively dealing with outcome.

International. Led international joint venture project for development and production rights related to television programming. Lead counsel for developing strategic global alliance business (trade) model and presenting business plan to United Nations sub-committee, negotiated with for profit and non-profit entities to establish alliance. Leading projects to achieve registration/enforceability of rights in numerous jurisdictions outside the US. Working with clients to ensure the acquisition and use of marks, patents, individual works and/or 3rd party collections/libraries is ethical and legal, including clearing ownership and use issues for works created and offered under many different types (express vs. implied) of arrangements.

WHITEFORD, TAYLOR & PRESTON LLP, Baltimore, MD – ASSOCIATE in Corporate and IP group 2004 - 2009

International law firm employing 150+ attorneys and generating approximately $60 million in annual revenues. Areas of concentration include commercial transactions, intellectual property, and M&A, as well as experience in employment, bankruptcy and real estate matters.

Advised clients regarding strategic business initiatives and transactions, including internal/external IP processes and policies, M&A, licensing, funding and asset purchase. Negotiated and drafted commercial agreements critical to success of business for the establishment of businesses or business divisions, as well as expansion of existing business lines. Provided counsel on corporate formation issues, policy development, positioning for investment opportunities and marketing. Highlights include:

Technology Transactions:

Asset purchase and sale agreements, strategic alliance agreements, master use/services agreements, vendor agreements, adoption agreements, concurrent use agreements, development (joint/collaborative) agreements.

Data access and use agreements, software license agreements, SaaS agreements, technology transfer agreements with Universities. Intellectual Property (patent, trademark, copyright, trade secret) Rights.

Purchase, assignment and license agreements; invention agreements; joint ownership agreements and security interest agreements.

Structured and implemented internal IP development and IP right obtainment plans for numerous clients and counseled on strategic uses of obtained rights, including target market analysis based on IP position of clients and competitors.

SUITER SWANTZ PC LLO, Omaha, NE – Associate 2002 - 2004

Providing business and IP (patent, trademark, copyright and related technological matters) counsel for clients from Fortune 500 corporations to start-up businesses and individual inventors. Highlights include:

Developing and obtaining IP rights, both with the US and international governmental authorities, around software, devices and other computer technology based component features. Structuring and implementing internal policies and procedures for different technology groups.

Negotiating and structuring IP and technology agreements.

Early Career History Includes:

PATENT AGENT CHRIS RUEPPELL, CA and NE, 2000 – 2002

Patent practice focused on preparation and prosecution of patent applications for communication, software and other technology enterprises. Conducted due diligence reviews for application drafting and commercialization of IP rights, managed patent prosecution, and worked with businesses regarding obtainment and usage of IP rights.

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