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Holly K. Towle

Partner
+1.206.370.8334
Fax +1.206.623.7022

Holly K. Towle is a partner with K&L Gates LLP, an international law firm. Ms. Towle's practice focuses on payment systems, privacy and data security, electronic business issues such as e-contracting structures for consumers customers and for business processes, and software licensing and other issues relating to information assets as distinguishable from “goods” or “services”. She is the author of two treatises, The Law of Electronic Commercial Transactions (2003-2012 A.S. Pratt & Sons), an information rich treatise explaining the legal landscape of commercial law when electronics or electronic settings are used, and also of Data Privacy, Protection, and Security Law (2012 A.S. Pratt & Sons).

Ms. Towle counsels national and international businesses, merchants, financial institutions, non-profits and educational institutions, including licensors and licensees, on a wide variety of issues regarding developments in and compliance with laws regarding Internet and e-commerce, including payment system and consumer regulatory compliance. She also identifies and analyzes for litigation counsel, "information economy" issues for use in defending or maintaining litigation. Ms. Towle is a member of the American Law Institute; is listed among the top 25 Information Technology lawyers in the Best of the Best USA ; and is included in the Guide to the World's Leading Technology, Media & Telecommunications Lawyers, in An International Who's Who of E-Commerce & Data Protection Lawyers and, for more than 15 years in the Financial Institutions Law and the Information Technology sections of The Best Lawyers in America.

Ms. Towle speaks and is published nationally and internationally. For almost a decade, she commented on behalf of trade organizations or other clients on proposed state and federal legislation regarding computer information transactions, electronic commerce, software licensing, proposed revisions to UCC Article 2 and consumer protection rules, and continues to assess new legislative proposals for clients. Additionally, Ms. Towle serves as chair of the E-Commerce Payment Committee of the Science and Technology Section of the American Bar Association, as well as chair of the Law of Commerce in Cyberspace, a committee of the Business Section of the Washington State Bar Association.

Achievements

  • 2012 and 2013 Best Lawyers in America®

Professional/Civic Activities

  • Member, American Law Institute
  • Advisor on Technology law for Board of Directors of ALI-ABA Continuing Professional Education Committee
  • Chair, E-Commerce Payment Committee of Science and Technology Section of American Bar Association
  • Member, Board of Directors, Internet Law & Regulation
  • Member, Editorial Board, Computer Law Review International
  • Member, CCH Computer Law Advisory Council
  • Member, Board of Directors, Twenty-Second Century Foundation (including assistance in drafting Foundation's successful brief in Davidson & Associates v. Jung (8th Cir., 2005))

Speaking Engagements

  • Visiting professor of law, The University of Sydney, Australia: two postgraduate intensive course on “Issues in Electronic Commerce”
  • “Contracts for Online Services,” for Society of Computers and Law program on Doing Business Online program, London, England, and for Trinity College Law School’s conference on The Internet: Emerging Legal Issues.
  • Keynote speaker regarding e-business for National Association of Women Business Owners (CA)
  • Featured speaker for “E-Commerce and Technology Law Institute,” Ann Arbor Michigan (MI state bar and University of Michigan Law School).
  • “Handling Payments” at Gamer Technology Law Conference (Seattle)
  • “IP Issues in Business Transactions Concerning Data, Social Media and Online Assets” PLI (NY, upcoming)
  • “Merger & Acquisition Due Diligence in an E-Information Age” (Georgia)
  • “Security Breaches: Notification Challenges and Liability Risks” PLI (San Francisco and Chicago)
  • “State and Federal Law Privacy Update” PLI (Chicago and San Francisco)
  • “Collisions At The Intersection (Bioinformatics and Information Laws)”
  • “Licensing Transactions” co-chair at annual conference (Seattle)
  • “Open Source Risk Management Issues,” International IT Law Conference (CA)
  • “Software Embedded in Devices – Do You Know What You May Be Giving Away,” Shidler Center for Law, Commerce and Technology.
  • “Contracts for Online Content Utilizing Technological Measures,” LSI Digital Media Technology Rights & Transactions Conference (Los Angeles)
  • “Data Breaches: Lessons Learned and Guidelines for Developing an Incident Response Plan,” Practising Law Institute (San Francisco).
  • “E-Mail Contracts and Policies,” PLI (New York).
  • Panelist, “Employee Use of the Internet: Rights, Responsibilities & Risk Management” (Shidler Center for Law, Commerce + Technology)
  • “Impact of New and Emerging “Electronic” Law Rules on the Real Estate Transaction” (WA)
  • “Paperless Lending: We Are Not There Yet, But How Do We Get There?,” Tech Mecca (Austin, TX).
  • “Looking with License – Website Terms of Use – What Do We Need? Do They Work” (Seattle, WA)
  • “Software Licensing and UCITA”, PLI (San Francisco, 2003)
  • Participant in panel, “The Law of Electronic Commerce: Where It Is and Where It’s Headed,” for the University of Michigan Law School, Ann Arbor, MI
  • “Contracts and Payments,” Berkeley Center for Law & Technology and The University of Texas School of Law, San Francisco.
  • Participant in roundtable conference on copyright issues and the national information infrastructure, Rutgers School of Law, Newark, NJ.
  • Panelist, “Whose Law Applies in Global Electronic Commerce,” Bureau of National Affairs, Inc., public policy forum on E-Commerce and Internet Regulation, Washington, D.C.
  • “Service Level Agreements,” Computer Law Review International.
  • “Legal Issues Involved in Linking Agreements,” NY and San Francisco Practising Law Institute’s Understanding Electronic Contracting; “Creating a Linking Agreement” reprinted in Internet Law & Business, Center for Business,
  • Technology & Law, University of Texas Business School.
  • “eGovernment: impact of federal E-Sign on governments; UETA and e-signatures,” LSI
  • “Information and Database Licensing” and “Analysis of a Complex Content Licensing Agreement” for PLI Advance Licensing Agreements seminar, San Francisco.
  • “When You’re Just the Same as Everyone Else: Consumer Protection Laws do Apply in Cyberspace,” PLI (Atlanta and Palo Alto).
  • “Current Developments On Internet Issues,” Fifteenth Annual Institute on Intellectual Property Law, University Of Houston Law Center Institute for Intellectual Property & Information Law, Galveston, Texas.
  • Co-Chair of Annual Doing Business Online Conference: U.S. and Canada, including presentations on “E-Contracts and ExtraNets,” “Problems with E-mail” regarding contract formation or amendment, “Dissecting Website Errors,” and “Contract Issues: Is Your Agreement Worth The Paper It Isn’t Written On?”
  • Co-Chair “Representing Technology Companies in the New Business Environment,” PLI (Atlanta and Palo Alto).
  • “Legal Developments in Electronic Contracting,” successive presentations for Practising Law Institute’s annual Internet Law Institute, San Francisco.
  • Panelist, Washington CEO’s “E-Commerce Summit, High Impact Strategies for the New Millennium,” Seattle, Washington.
  • “The Consumer Protection Provisions of E-Sign,” for Cyberspace Licensing in the Electronic Age, Glasser LegalWorks, New York, Washington, D.C., and Los Angeles.
  • “eCommerce Contract Law,” PLI’s eCommerce Strategies for Success in the Digital Economy, San Francisco.
  • “Online Contracting and Financial Services,” PLI’s Understanding Electronic Contracting (UCITA, E-Signature, Federal, State and Foreign Regulations), New York and San Francisco.
  • “Legal Issues Involved in Linking Agreements,” PLI’s Understanding Electronic Contracting: The Impact of Regulation s, New Laws and New Agreements, New York and San Francisco.
  • “Recent Developments in Intellectual Property Law & E-Commerce,” PriceWaterhouseCoopers General Counsel Forum, Seattle, WA.
  • “Information Licensing,” PLI’s Advanced Licensing Agreements, San Francisco.
  • “UCITA (the Uniform Computer Information Transactions Act): What It Is and How It May Affect Risk Allocations and Contract Negotiations,” for annual Computer and Cyberspace Law program, University of Dayton, Dayton, Ohio.
  • “UCITA and the Uniform Electronic Transactions Act,” annual Intellectual Property Institute, Washington State Bar Association, Seattle, WA and similar presentations for national CLE provider.
  • “Trade Secrets” and “Online Issues,” for the University of Minnesota Law School, Minneapolis, MN.
  • “Electronic Financial Services: Issues and Update,” for Advanced Computer Law program, Ohio CLE Institute and Computer Law Association.
  • “Privacy and Security Issues Online,” Library Associations convention.
  • Participant in two annual programs on Intellectual Property and Commercial Issues in the Digital Information Age, University of Minnesota.
  • “Getting on the E-Commerce Bandwagon,” Institute For Corporate Counsel, University of Southern California Law School, Los Angeles, CA.
  • Mass Market and Consumer Contracts in Computer Information, for PLI’s The UCITA Revolution, The New E-Commerce Model for Software and Database Licensing, New York and San Francisco. “Electronic Financial Transactions” and “Online Services,” for Specialized Professional Institute’s seminar on Emerging Issues in Information Law, NM.
  • “Emerging Issues in Information Law,” New Orleans, Louisiana.
  • “Licensing and Information Assets: Online and Multi-Media,” for State Bar of Texas, Advanced Intellectual Property Law Course.
  • “On-line Distribution and Licensing of Software,” for The Computer Law Association, Inc., Monterey, California, and for American Intellectual Property Lawyers Association Mid-Winter Institute, Florida.
    Speaker, “UCC Update with Professor James White,” regarding proposed UCC Article 2B, Oregon State Bar CLE.
  • “The Uniform Computer Information Transactions Act and its Likely Impact on Intellectual Property Licensing,” successive annual presentations at advanced seminars on the Intellectual Property License for PLI, San Francisco.
    Participant in conference on the impact of Article 2B of the UCC, sponsored by the Berkeley Center for Law and Technology, UC Berkeley, CA
  • Design compliance and contract structure for intangible gift code exchangeable for real world items.
  • Design electronic employment application program and an e-signature solution for teleworkers.
  • Review and revise website screens for compliance under E-Sign, UETA, payment system rules, contract law and consumer regulations for financial and educational institutions, business and non-profit corporations.
  • Draft access agreement for national franchisor-franchisee intranet to make electronic myriad franchise activities and electronic payment of royalties.
  • Formulate defenses for international litigation regarding liability of information providers.
  • Draft agreements, screens and terms of use for intranet with original equipment manufacturers.
  • Identify and draft corrective language for various state bills regarding, SPAM, liability of internet service providers, privacy, data protection and trade secrets.
  • Draft privacy, security and identify theft policies; draft provisions for compliance and risk allocation re privacy, data protection and security for service providers and for companies retaining them.
  • Manage data security breach notices and responses for a variety of entities.
  • Review and negotiate for merchants or governmental agencies, payment processing contracts or programs, including for  credit, signature-debit, PIN-debit, ACH, gift or stored value/prepaid access and other transactions.
  • Draft website terms of use for international retailer of goods; international software publisher; forms supplier; filing service; loyalty programs; contact lens site etc.
  • Assist with design of electronic loan, enrollment, application and other programs for compliance under electronic commerce and federal consumer credit laws.
  • Appear and participate as observer for software industry trade organization in meetings of
  • Drafting Committee for Computer Information Transactions, National Conference of Commissioners on Uniform State Laws.
  • Assist with establishment of back-room, provider, and end-user contracts for online service, including credit card processing or payment contracts at each level.
  • Assist with design of Internet site for direct and indirect retail distribution of software, goods and services.
  • Assist with design of Internet distribution international billing system.
  • Draft consignment structure for protection of software placed with telemarketers.
  • Draft and negotiate for licensee, enterprise license and joint software development with foreign entity.
  • Negotiate and draft worldwide accounts receivable billing agreement and software development contract for same.
  • Counsel cellular telephone company regarding operational issues, dealer agreements, national programs and compliance with federal regulations.