WBASNY’s International Women’s Rights Committee

 Gershman Law, PLLC, partner Dyan Gershman represents clients in joint ventures, commercial contracts, intellectual licensing, and mergers and acquisitions. Active in the professional community, Dyan Gershman is a member of the Women’s Bar Association of the State of New York (WBASNY), which promotes the advancement of women in the legal profession.

Members of WBASNY can join the organization’s more than 40 state or local committees focused on cutting-edge issues. For example, the International Women’s Rights Committee works with international women’s rights organizations, governmental entities, and non-governmental organizations (NGOs) on projects impacting women’s rights worldwide. The Committee’s work has resulted in WBASNY signing an amicus curiae to a brief in a class action lawsuit brought by the women of Bosnia, as well as in the United Nations Department of Public Information achieving NGO status.

Potential future projects for the committee include lobbying Congress to ratify United Nations documents protecting essential women’s rights.

High-Profile IP Case Involving Alarm.com and Vivint

 Based in New York City, Dyan Gershman offers corporate counsel at Gershman Law, PLLC to her clients in matters ranging from commercial contracts, M&A, to intellectual property. Dyan Gershman has extensive knowledge of patent cases involving technology and infringement claims, and follows legal developments and ongoing cases relevant to her own work.

One high-profile case filed with the US District Court for the Eastern District of Texas in early 2023 centers on Alarm.com, Inc. (ADC), joined by ICN Acquisition, LLC, in filing 15 distinct claims of patent infringement against Vivint. The allegation is that Vivint knowingly utilized Alarm’s patented ADC back-end software to sell and market its own sensor and security devices.

As an Alarm.com dealer starting in 2007, Vivint sold security and “smart home” packages that contained the ADC back-end platform. Vivint allegedly employed the ADC back-end and an ICN platform for its own products without a license until 2014. The suit seeks to end Vivint’s infringement and ensure that ADC and ICN receive redress for the damage caused by Vivint.

The situation is complex, as Vivint, ultimately needing a license for the back-end it had allegedly developed using ADC’s technology, entered into a late 2013 patent cross-licensing deal with ADC. In November 2022, Vivint announced a cessation of its payment of royalty fees. This triggered a filing of arbitration by ADC, under the terms of that agreement, with a remedy from the confidential process expected in 12 to 16 months.

Should a patent infringement be proven, a potential remedy available to Alarm.com is the disgorgement of revenues that Vivint derives from the commercial use of the technology and ongoing royalty payments.

The Function of Bylaws in Defining Corporate Operations

 

Dyan Gershman is a New York City corporate attorney who provides counsel in diverse commercial matters, from contracts to mergers and acquisitions. Among Dyan Gershman’s areas of knowledge as head of Gershman Law, PLLC, is corporate bylaws and the provisions they set out.

Bylaws are a comprehensive set of rules that are adopted by the board of a corporation after incorporation to govern the internal management and operations of the company. These rules differ from articles of incorporation, which are filed with the state government, in that they are private and intended for internal use. It is important to note that no corporation can legally exist without the adoption of bylaws.

Bylaws typically include provisions on the composition of the board of directors, the structure of shareholder and board meetings, and the duties of officers. They may also outline the company's purpose, business plan, industry, products or services, and target markets. A provision on membership may define the voting rights and procedures of stakeholders in the company. Other common elements of bylaws include provisions on the composition and function of audit, research, executive, finance, and ethics committees.

Maintaining well-drafted bylaws is essential for the legitimacy of a business and can serve as evidence of compliance with proper corporate rules in the event of lawsuits or audit