Randall Colson is a partner in Haynes and Boone's technology transactions group. Leveraging his industry experience as a hardware and software designer, Randy has extensive experience counseling clients with a myriad of technology and intellectual property-related transactions, including information technology and business process outsourcing, software development and licensing, SaaS, cloud computing, hosting, joint development, distribution, consulting, naming rights, and e-commerce transactions.
In addition, Randy provides counseling on the use and procurement of patents, trademarks and copyrights, as well as on the intellectual property issues related to corporate finance, mergers and acquisitions, and corporate securities transactions. Prior to law school, Randy worked as an electrical engineer designing computer hardware and software for Data General Corporation. In addition to his law degree, Randy holds a B.S.E.E. in electrical engineering and a B.A.
Chambers USA has recognized Randy as a leading lawyer in Information Technology and Outsourcing from 2008-2013. He is recognized by the Legal 500 U.S. as a leading attorney in the patent licensing field and as a Texas Super Lawyer in Information Technology/Outsourcing, Intellectual Property, Mergers & Acquisitions, 2011-2013. Randy was also recognized in The Best Lawyers of America® for Technology Law, 2013-2014. In October 2013, Randy was named as one of the Top Attorneys in Texas by Texas Monthly Magazine.
Selected Client Representations
- Information technology and business process outsourcing transactions. Uniquely, he has represented both providers and customers of these services.
- International and domestic intellectual property strategic counseling and management.
- Cloud computing, SaaS, and ASP agreement negotiations.
- Internet, e-commerce and domain names.
- Trademarks, advertising and brand management.
- Complex software development, licensing, maintenance, ASP and hosting transactions.
- Joint venture and co-marketing transactions for technology companies.
- Various co-branding, content licensing and technology service agreements for Internet companies.
- Sweepstakes and promotional law issues.
- The development of standard intellectual property related agreements and policies in connection with the formation of technology companies.
- Intellectual property due diligence in connection with various mergers, acquisitions and securities offerings.
- The perfection of security interests for intellectual property in connection with various financing transactions, and enforcement of the security interests following bankruptcy.
- Privilege review of intellectual property related documents in connection with a Department of Justice secondary review for, at the time, the largest merger in U.S. corporate history.
Recent Speeches and Publications
- "Protecting User Data in Light of the FTC’s Recent Privacy Enforcement Actions," Co-Author, State Bar of Texas Annual Meeting, Business Law Section and Corporate Counsel Section, June 21, 2013.
- Quoted in, "More Bars Are Hearing The Not So Sweet Sound of a Lawsuit," Dallas Business Journal, November 2, 2012.
- "Applications in the Cloud," Haynes and Boone Alert, April 19, 2012.
- "Qimonda’s Impact on Patent Licenses When a Licensor Goes Bankrupt in a Foreign Land," Haynes and Boone Alert, January 9, 2012.
- "Office of the Future," BISNOW, Dallas, Texas, December 7, 2011.
- "The New Business Technology: The Good, The Bad and The Ugly," North Dallas Chamber of Commerce 5th Annual Technology Trends Conference, Dallas, TX, October 7, 2011.
- "2011 Advanced Technology Licensing: Selected Topics," 24th Annual UT CLE Technology Law Conference, Austin, TX, May 26-27, 2011.
- "How to Get Out of an IT Contract – Legal Issues," HFMA Lone Star Chapter Summer Institute, May 19, 2011.
- "Used DVD and Video Game Resales One Step Closer to Extinction," Haynes and Boone Alert, January 20, 2011.
- "Global Traps and Opportunities: Business and Legal Issues in International Sales and Sourcing," TechLaw Fall CLE Conference, October 8, 2010.
- "Licensing In The Real World," SMU Law School, November 1 2010.
- "Intellectual Property," University of Texas, Dallas, January 9, 2010.
- "Licensing and Agreements: Best Practices," State Bar of Texas Annual Meeting, June 26, 2009.
- "Internet Liability: Surfing on Rocky Shores," Panel Moderator, Techlaw Seminar, Amsterdam, May 2008.
- "The 'Hidden' Costs of Outsourcing," SMU Symposium on Emerging Intellectual Property Issues, March 28, 2008.
- "Advanced Licensing Issues Involving Hardware and Software," University of Texas Law School Technology and Computer Law Conference, June 8, 2006.
- "Patent Issues In Licensing Transactions," and, "Industry Roundtable: Unique Circumstances and Common Problems," Law Seminars International Workshop on Complex IP Licensing, Dallas, TX, April 25, 2005.
- "Sarbanes-Oxley Compliance: The Outsourcing Challenge," Techlaw Outsourcing Conference, Zurich, Switzerland.
- "The Dance of Negotiation in Complex License Agreements," Law Seminars International Workshop on Advanced IP Licensing Transactions, Houston, TX, April 19, 2004.
- "Licensing Issues in the Telecommunications Industry for Licensing Executives Society," University of Texas at Dallas Executive MBA Program; Co-Marketing Alliances and Joint Technology Development for 2002 National CLE Conference.
Selected Representative Experience
Represented CD Listening Bar, Inc. d/b/a Super D in its acquisition of Alliance Entertainment Holding Corporation, a multimedia wholesale distributor.
Purchase of Assets of Cellular Specialties, Inc.
Advised Goodman Networks Incorporated in connection with its acquisition of the services division of Cellular Specialties, Inc., one of the largest in-building wireless services companies in the U.S., for a price of $18 million plus up to $17 million in earn-out payments.
Wingate Partners in its Acquisition of Preferred Compounding Corp.
Represented Wingate Partners in its acquisition of Preferred Compounding Corp., a supplier of proprietary and custom mixed rubber compounds.
Acquisition of Onshore Seismic Data and Multi-Client Data Library Business of Petroleum Geo-Services ASA
Represented Geokinetics, Inc. in its purchase of onshore seismic and multi-client library business of PGS Onshore, Inc.
CARBO Ceramics, Inc. in its Acquisition of BBL Falcon Industries, Ltd.
Represented CARBO Ceramics, Inc. in its acquisition of BBL Falcon Industries, Ltd., a leading supplier of spill prevention and containment systems for the oil and gas industry.
AT&T, Inc. in its $275 Million Acquisition of Wayport, Inc.
Represented AT&T, Inc. in its $275 million acquisition of Wayport, Inc., a network and applications management company that provides back-office management for Wi-Fi hot spots.
Merger with the Boeing Company and Aviall
Haynes and Boone represented Aviall Inc. in the company’s $2.05 billion merger with the Boeing Company. The deal represented the largest purchase for Boeing in a decade. As the world's largest independent provider of new aerospace parts and related aftermarket services, Aviall is a leading solutions provider of aftermarket supply-chain management services for the aerospace, defense and marine industries.
ClubCorp, Inc. in its $1.8 Billion Sale to KSL Capital Partners, an affiliate of KKR
Represented ClubCorp in its $1.8 billion sale to KSL Capital Partners (an affiliate of KKR). ClubCorp is the leading operator of golf courses and country clubs in the world.
Dell, Inc. in its Acquisition of Everdream Corporation
Represented Dell, Inc. in its acquisition of Everdream Corporation, a leading provider of software-as-a-service solutions for remote-service management.
Trade Dress, Trademarks - Retail
A buyer for a retail company would be selecting new footwear to stock its shelves for an upcoming season. Before the buyer's selection would occur, however, each potential product was to be legally reviewed for any intellectual property concerns. As it turned out, the company had several hundred products to be reviewed in within an approximately two-week timeframe. Working night and day with our client contacts and other outside counsel, at the client's offices, we provided thorough analysis and clearance of hundreds of footwear designs. The designs were carefully reviewed for intellectual property issues such as those bearing on trade dress, trademarks, and patents. Ultimately, the buyer purchased nearly one hundred and fifty designs from the larger group of designs deemed legally clear by counsel.
Successful Trade Dress Enforcement - Food and Beverage
One of our client’s liqueurs, an award-winning and extremely popular brand, faced competition from a newly-launched product. The appearance of this new product’s bottle shape, product packaging, and marketing materials featured several similar characteristics to those of our client’s. We sent multiple demand letters to the competitor and its counsel, advising of our client’s trade dress and trademark rights. To escalate the matter, we proceeded to file suit in Illinois. After months of hard-fought litigation, the parties settled with the competitor agreeing to modify its packaging to further distinguish it from that of our client’s product.
06/21/2013 - Protecting User Data in Light of the FTC’s Recent Privacy Enforcement Actions
Presented at the State Bar of Texas Annual Meeting, Business Law Section and Corporate Counsel Section, June 21, 2013.
05/01/2012 - Development Opportunities in the Cloud
Haynes and Boone is proud to have participated in "Development Opportunities in the Cloud," presented by the Metroplex Technology Business Council (MTBC) on April 19, 2012.
04/19/2012 - Applications in the Cloud
Thanks to the rapidly expanding number of cloud computing options, including Software as a Service (SaaS), Platform as a Service (PaaS) and Infrastructure as a Service (IaaS), combined with traditional software access models, a software application customer now has a wide breadth of options to select from.
01/09/2012 - Qimonda's Impact on Patent Licenses When a Licensor Goes Bankrupt in a Foreign Land
Can a U.S. patent licensee whose license has been rejected by a licensor under foreign law in a foreign bankruptcy rely on the protections of § 365(n) of the U.S. Bankruptcy Code? On October 28, 2011, the United States Bankruptcy Court for the Eastern District of Virginia issued an opinion addressing this in the Chapter 15 case of Qimonda AG (“Qimonda”).
01/09/2012 - The IP Beacon, January 2012
A Haynes and Boone Newsletter highlighting current issues in Intellectual Property Law.
11/08/2011 - Weathering the Storm: Qimonda, Patent Licenses and § 365(n)
On October 28, 2011, the United States Bankruptcy Court for the Eastern District of Virginia issued an opinion in the Chapter 15 case of Qimonda AG (“Qimonda”). The bankruptcy court held that the application of § 365(n) to executory licenses to U.S. patents was required to sufficiently protect the interests of U.S. patent licensees under Chapter 15 of the Bankruptcy Code and that the failure of German insolvency law to protect patent licensees was “manifestly contrary” to United States public policy.
02/02/2011 - The IP Beacon, February 2011
A Haynes and Boone Newsletter highlighting current issues in Intellectual Property Law.
01/20/2011 - Used DVD and Video Game Resales One Step Closer to Extinction
02/23/2010 - Weathering the Storm: The FDIC’s Authority to Repudiate Contracts
The current economic climate has led to a dramatic increase in bank failures over the past few years. In 2009 alone, 140 banks failed, compared to 26 bank failures in 2008 and only 3 bank failures in 2007. The Federal Deposit Insurance Corporation (the “FDIC”) recently announced that it has 702 banks on its “Problem List” as of December 31, 2009, up 27 percent from 552 banks on September 30, 2009. This acute trend has heightened the awareness and interest in the role of the FDIC as receiver of a failed bank.
CAN-SPAM Update: Primary Purpose of E-mail
Legal Issues for Customers of Voice over Internet Protocol (VoIP)
TECHNOLOGY UPDATE: Feds Can Spam
HIPAA and Outsourcing
Do You BPO?
01/01/1997 - Copyrights for Literary, Performing, and Visual Artists