RACHEL D. LERNER

Special Counsel – Indianapolis

Rachel Lerner
BIOGRAPHY

Ms. Lerner has twenty years of experience advising clients on legal issues related to intellectual property, technology, eCommerce and commercial transactions. She has large law firm, in-house and private practice experience. She represents entrepreneurs, start up, middle market, private and public companies and industry leaders including Adobe, American Greetings, AG Interactive, Hasbro, insurance.com, The Rock and Roll Hall of Fame and Museum, Goodyear Tire, Vitamix, International Spy Museum and Joe Solo Productions.

Ms. Lerner has extensive transactional experience, exceptional drafting skills, a keen legal mind and equally sharp business acumen. She is a high level strategic thinker who structures, drafts and negotiates complex domestic and international transactions including IP licensing (in-out-cross), development, distribution and acquisition, software licensing (MSA, SOW, SLA), open source software, IT services, channel partner, distribution (OEM, VAR), cloud computing (SaaS, ASP, subscription), professional services, independent contractor, work-for-hire, NDA, agency, strategic alliance, joint development, website development, hosting and maintenance, digital media, mobile applications, gaming, entertainment, sponsorship, promotion, consumer product/service and merchandise agreements. She performs services related to creative review, M&A due diligence, IP portfolio prosecution, corporate compliance and legal affairs.

She has a strategic focus as well as an operational, implementation and detail oriented perspective. As a strategic advisor she provides business and legal counseling in connection with business, strategic relationship, product development, product launch, branding and licensing strategies that help clients maximize the commercial value of client proprietary assets and secure competitive positions in the marketplace. She also advises clients on eCommerce practices and consumer facing policies (Terms of Service, Privacy, EULA) and drafts Best Practice Policies to ensure client compliance with existing and emerging laws related to evolving technology, privacy (HIPAA, COPPA, GLB, EU Directive), electronic marketing (CAN-SPAM), social networking and database security.

PROFESSIONAL EXPERIENCE
  1. HASBRO, CORP.
    Outside Counsel
    Digital Media, Mobile, Entertainment Divisions
  2. ADOBE, INC.
    Outside Counsel
    On Demand Video Ad Management and Monetization Platform
  3. SHAKER LAUNCHHOUSE
    Outside Counsel
    Start Up Accelerator
  4. insurance.com, Inc.
    General Counsel and Secretary
    Start Up Online Comparison Market Platform
  5. American Greetings Corporation
    Associate General Counsel
    Worldwide Entertainment and Licensing Division
  6. American Greetings; AG Interactive, Inc.
    Associate General Counsel, Interim General Counsel and Secretary
    Worldwide Interactive Services Division
  7. Jones Day
    Associate in the Business Practice Group
    IP, E-Commerce, Technology and Commercial Transactions
  8. The Rock and Roll Hall of Fame and Museum
    General Counsel
PUBLICATIONS
  1. Rachel Lerner, IP Strategists and Company Market Values, Cleveland Metropolitan Bar Association Journal (Spring 2011).
  2. Rachel Lerner, music publishing 101; the rules of the game and how to play. Cleveland Metropolitan Bar Journal. (Spring 2008).
  3. Rachel Lerner, The Importance of Having an Intellectual Property Risk Management Strategy; Cleveland Bar Journal, (Summer 2006).
  4. James Brelsford and Rachel Lerner, The Federal CAN-SPAM Act: New Requirements for Commercial E-Mail. Jones Day Technology Commentaries (February 2004).
  5. John Funk and Rachel Lerner (nee Schmelzer), Apps on Taps: Everything You Wanted to Know About ASP’s But Were Afraid to Ask, Jones Day Technology Commentaries (March 2001), Metropolitan Corporate Counsel (October 2001) Information Technology Association of America (2001).
  6. Asmita Shirali and Rachel Lerner (nee Schmelzer), Clicks and Bricks: Kicking the Tires of an E-Commerce Company. The Jones Day Quarterly (Spring 2000).
PRESENTATIONS
  1. “Legal Issues For Entrepreneurs” Goldman Sachs 10,000 Small Businesses Entrepreneur Work-Shop (Cleveland, 2016)

  2. “Legal Issues for Start Up Companies” Ohio Small Business Development Center Cleveland State University Business Accelerator Program Business Start Up Quarterly Meeting (Cleveland, 2015).

  3. “IP Strategies for Commercial Clients” Meyers, Roman, Friedberg and Lewis Firm Meeting (Summer 2014)

  4. “Social Media Issues for Companies with Online Presence” “Smart Business” Midwest Annual Meeting, (Cleveland, 2013).

  5. “Legal Issues Related to Online Social Networking” Cleveland Metropolitan Bar Association. Intellectual Property Section Quarterly Meeting.  (Cleveland, 2011).

  6. “Intellectual Property Strategy for Small Business” COSE Annual Small Business Conference, (Cleveland IX Center, 2006, 2008, 2010).

  7. “Copyright Law Basics: Licensing Artistic Works” COSE Arts Network (Cleveland, 2006, 2008, 2009.

  8. “Legal Compliance Issues to Consider in Connection with Electronic Marketing and Distribution of Products and Services” Senior Management Team, American Greetings Corp, Inc. (Cleveland, 2005).

  9. “Anonymity on the Web: How Companies Respond.” Practicing Law Institute (New York, 2004).

  10. Television appearance, High Tech Pittsburgh; CAN-SPAM compliance (Pittsburgh, 2004).

  11. Case Western Reserve School of Law Technology Conference (Cleveland, 2001, 2002, 2003, 2005, 2006, 2007).

  12. “E-Commerce and Internet Law.” International Management Company Worldwide Legal Team (Cleveland, 2001).

  13. “Intellectual Property and E-Commerce Transactions” Ohio State Bar Association Law and E-Commerce. CLE Institute (Cleveland, 2000).

CONTACT

8206 Rockville Rd. #321, Indianapolis, IN 46214
P: (414) 436-0353  /  F: (414) 436-0354

PRACTICE AREAS

  1. Intellectual Property
  2. Corporate and Transactional
  3. Contract Support
  4. Technology Law

EDUCATION

  1. Cleveland Marshall School of Law, JD., Honors, 1996
  2. International Law Seminar with Supreme Court Justice Anthony Kennedy
  3. Salzburg University (Summer 1994).
  4. University of Florida, Bachelor of Arts, Philosophy, Honors, Cum Laude (1991).
  5. University of Pittsburgh, Semester at Sea, (Spring 1990).
  6. New York University, Associate in Arts, Philosophy and Art History, Magna Cum Laude, (1989).

ADMISSIONS

  1. Ohio State Bar Association, 1996

PROFESSIONAL MEMBERSHIPS

  1. Ohio State Bar Member
  2. Cleveland Metropolitan Bar Association Member
  3. Past Executive Council Member, Intellectual Property; CMBA
  4. Past Vice President, Sports and Entertainment Law; CMBA
  5. Board Member Freda Joyce Brint Foundation
  6. Volunteer 3R’s Program
  7. Children International Lifetime Sponsor
Rachel Lerner
BIOGRAPHY

Ms. Lerner has twenty years of experience advising clients on legal issues related to intellectual property, technology, eCommerce and commercial transactions. She has large law firm, in-house and private practice experience. She represents entrepreneurs, start up, middle market, private and public companies and industry leaders including Adobe, American Greetings, AG Interactive, Hasbro, insurance.com, The Rock and Roll Hall of Fame and Museum, Goodyear Tire, Vitamix, International Spy Museum and Joe Solo Productions.

Ms. Lerner has extensive transactional experience, exceptional drafting skills, a keen legal mind and equally sharp business acumen. She is a high level strategic thinker who structures, drafts and negotiates complex domestic and international transactions including IP licensing (in-out-cross), development, distribution and acquisition, software licensing (MSA, SOW, SLA), open source software, IT services, channel partner, distribution (OEM, VAR), cloud computing (SaaS, ASP, subscription), professional services, independent contractor, work-for-hire, NDA, agency, strategic alliance, joint development, website development, hosting and maintenance, digital media, mobile applications, gaming, entertainment, sponsorship, promotion, consumer product/service and merchandise agreements. She performs services related to creative review, M&A due diligence, IP portfolio prosecution, corporate compliance and legal affairs.

She has a strategic focus as well as an operational, implementation and detail oriented perspective. As a strategic advisor she provides business and legal counseling in connection with business, strategic relationship, product development, product launch, branding and licensing strategies that help clients maximize the commercial value of client proprietary assets and secure competitive positions in the marketplace. She also advises clients on eCommerce practices and consumer facing policies (Terms of Service, Privacy, EULA) and drafts Best Practice Policies to ensure client compliance with existing and emerging laws related to evolving technology, privacy (HIPAA, COPPA, GLB, EU Directive), electronic marketing (CAN-SPAM), social networking and database security.

Ms. Lerner is a creative problem solver with the ability to identify and resolve legal issues of first impression that arise in connection with innovative products and disruptive technologies. She demonstrates sound judgment in ambiguous situations and capable of clearly explaining complex legal issues, assessing and mitigating risks without business interruption and making difficult decisions that have both legal and business impact.

She is an excellent communicator who develops meaningful relationships with business stakeholders, customers and clients. She is an enthusiastic client advocate and highly effective lead negotiator who skillfully closes transactions that fulfill client business goals and support productive business relationships. She is an intellectually curious attorney with a collaborative approach and thrives in energetic, fast paced, high growth entrepreneurial environments.

Ms. Lerner is an Intermittent Adjunct Professor at Case Western Reserve University School of Law, a published author and frequent speaker on legal matters related to intellectual property, technology, eCommerce and commercial transactions.

PROFESSIONAL EXPERIENCE
  1. HASBRO, CORP.
    Outside Counsel
    Digital Media, Mobile, Entertainment Divisions
  2. ADOBE, INC.
    Outside Counsel
    On Demand Video Ad Management and Monetization Platform
  3. SHAKER LAUNCHHOUSE
    Outside Counsel
    Start Up Accelerator
  4. insurance.com, Inc.
    General Counsel and Secretary
    Start Up Online Comparison Market Platform
  5. American Greetings Corporation
    Associate General Counsel
    Worldwide Entertainment and Licensing Division
  6. American Greetings; AG Interactive, Inc.
    Associate General Counsel, Interim General Counsel and Secretary
    Worldwide Interactive Services Division
  7. Jones Day
    Associate in the Business Practice Group
    IP, E-Commerce, Technology and Commercial Transactions
  8. The Rock and Roll Hall of Fame and Museum
    General Counsel
PUBLICATIONS
  1. Rachel Lerner, IP Strategists and Company Market Values, Cleveland Metropolitan Bar Association Journal (Spring 2011).
  2. Rachel Lerner, music publishing 101; the rules of the game and how to play. Cleveland Metropolitan Bar Journal. (Spring 2008).
  3. Rachel Lerner, The Importance of Having an Intellectual Property Risk Management Strategy; Cleveland Bar Journal, (Summer 2006).
  4. James Brelsford and Rachel Lerner, The Federal CAN-SPAM Act: New Requirements for Commercial E-Mail. Jones Day Technology Commentaries (February 2004).
  5. John Funk and Rachel Lerner (nee Schmelzer), Apps on Taps: Everything You Wanted to Know About ASP’s But Were Afraid to Ask, Jones Day Technology Commentaries (March 2001), Metropolitan Corporate Counsel (October 2001) Information Technology Association of America (2001).
  6. Asmita Shirali and Rachel Lerner (nee Schmelzer), Clicks and Bricks: Kicking the Tires of an E-Commerce Company. The Jones Day Quarterly (Spring 2000).
PRESENTATIONS
  1. “Legal Issues For Entrepreneurs” Goldman Sachs 10,000 Small Businesses Entrepreneur Work-Shop (Cleveland, 2016)

  2. “Legal Issues for Start Up Companies” Ohio Small Business Development Center Cleveland State University Business Accelerator Program Business Start Up Quarterly Meeting (Cleveland, 2015).

  3. “IP Strategies for Commercial Clients” Meyers, Roman, Friedberg and Lewis Firm Meeting (Summer 2014)

  4. “Social Media Issues for Companies with Online Presence” “Smart Business” Midwest Annual Meeting, (Cleveland, 2013).

  5. “Legal Issues Related to Online Social Networking” Cleveland Metropolitan Bar Association. Intellectual Property Section Quarterly Meeting.  (Cleveland, 2011).

  6. “Intellectual Property Strategy for Small Business” COSE Annual Small Business Conference, (Cleveland IX Center, 2006, 2008, 2010).

  7. “Copyright Law Basics: Licensing Artistic Works” COSE Arts Network (Cleveland, 2006, 2008, 2009).

  8. “Legal Compliance Issues to Consider in Connection with Electronic Marketing and Distribution of Products and Services” Senior Management Team, American Greetings Corp, Inc. (Cleveland, 2005).

  9. “Anonymity on the Web: How Companies Respond.” Practicing Law Institute (New York, 2004).

  10. Television appearance, High Tech Pittsburgh; CAN-SPAM compliance (Pittsburgh, 2004).

  11. Case Western Reserve School of Law Technology Conference (Cleveland, 2001, 2002, 2003, 2005, 2006, 2007).

  12. “E-Commerce and Internet Law.” International Management Company Worldwide Legal Team (Cleveland, 2001).

  13. “Intellectual Property and E-Commerce Transactions” Ohio State Bar Association Law and E-Commerce. CLE Institute (Cleveland, 2000).

PRACTICE AREAS

  1. Intellectual Property
  2. Technology Transactions
  3. eCommerce
  4. Commercial Transactions
  5. Contract Support

EDUCATION

  1. Cleveland Marshall School of Law, JD., Honors, 1996
  2. International Law Seminar with Supreme Court Justice Anthony Kennedy
  3. Salzburg University (Summer 1994).
  4. University of Florida, Bachelor of Arts, Philosophy, Honors, (1991).
  5. University of Pittsburgh, Semester at Sea, (Spring 1990).
  6. New York University, Associate in Arts, Philosophy and Art History, Magna Cum Laude, (1989).

ADMISSIONS

  1. Ohio State Bar Association, 1996

PROFESSIONAL MEMBERSHIPS

  1. Ohio State Bar Member

  2. Cleveland Metropolitan Bar Association Member

  3. Past Executive Council Member, Intellectual Property; CMBA

  4. Past Vice President, Sports and Entertainment Law; CMBA

  5. Board Member Freda Joyce Brint Foundation

  6. Volunteer 3R’s Program

  7. Children International Lifetime Sponsor

CONTACT

8206 Rockville Rd. #321, Indianapolis, IN 46214
P: (414) 436-0353
F: (414) 436-0354

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