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Innovation Clinic—Significant Achievements for 2021-22

2021-2022 was the most successful year for the Innovation Clinic to date. Students in this year’s cohort were fortunate to participate in the Innovation Clinic’s inaugural Innovation Trek. Thanks to a generous gift from alumnus Douglas Clark, Managing Partner at Wilson Sonsini Goodrich & Rosati, this year’s students had the incredible opportunity to travel to Silicon Valley for three days full of educational and networking events. We were hosted by Wilson Sonsini, Cloudflare, and StartX for educational panels featuring approximately 40 industry experts in topics such as the early stage founder experience in Silicon Valley, cryptocurrency, the legal tech industry, tech-enabled startups, fostering innovation, investing in the Bay Area, and cybersecurity. Many of the speakers were alumni of the Law School. Students then enjoyed a networking event hosted by Gunderson Dettmer, and a closing dinner with our speakers in San Francisco. The trip provided students with invaluable insight into the venture capital ecosystem in the epicenter of the industry, and energized them with ideas on how to foster innovation at home. Our speakers were generous enough to give us their candid perspectives on their respective fields in an off-the-record setting. The trip also broadened the students’ apertures on what is possible for their careers in the long term, as they heard from many speakers who went to law school and either never practiced, or transitioned into a business role after practicing for some time. We are so grateful to all of our speakers, hosts, and of course, Douglas Clark for enabling us to provide a uniquely University of Chicago, world-class experience for students to deepen their understanding of the intersection between law and economics in a field about which they are passionate. Find more information on the Innovation Trek, and read our first person student account of the student experience at the Innovation Trek.

Of course, the Innovation Clinic kept up with its track record of performing exceptional client work as well. The 15 Innovation Clinic students completed approximately 25 projects for almost as many different clients, some of which described below were bigger than ever before. We represented clients in a slew of industries including biotech, gambling, blockchain, crypto, pet health, internet operations, retail, video games, professional development, education, financial services, quantum, and art. While the Innovation Clinic’s engagements are highly confidential and so we cannot describe many of them in detail, a high-level description of a representative sample of projects undertaken by the Innovation Clinic this year includes:

Transactional/Commercial Work

  • Acted as co-counsel to an existing quantum software startup client in its acquisition by a quantum hardware company. In this, the Innovation Clinic’s first M&A transaction, students acted as junior and mid-level associates, performing all diligence, preparing disclosure schedules, drafting ancillary agreements and closing certificates, and the like. Students also had the opportunity to shadow calls that even first year associates might not get to participate on due to cost concerns, such as calls around tax structuring considerations for the transaction and negotiation calls between the opposing parties, giving them critical insight into the big picture of an M&A transaction.
  • Represented a video game company creating a novel form of educational video game in preparing a form of license that it could use to obtain the rights to existing video games from large, household name video game developers and retailers.
  • Negotiated equity arrangements amongst founders, employees and advisors of, and prepared all other closing deliverables required to form entities for, multiple biotech startups, including one developing a saliva-based test for oral cancer, one developing tRNA sequencing technology and another commercializing Argonne technology related to oil spill cleanup.
  • Drafted and negotiated software licenses, SaaS agreements, terms of service and privacy policies for various startups, including a new platform allowing artists to rent their art in short term rentals instead of selling to a gallery or selling on consignment, and a novel quantum software product.
  • Drafted forms of wholesale and affiliate agreements for use by a retailer of adaptive clothing for maternity.
  • Drafted a form of agreement for use with a company that provides independent contractor, fractional CEO, and advising services in exchange for equity in its clients.
  • Drafted and assisted our client in implementing a “slicing the pie” model of equity distribution for its workers.

Regulatory Research and Advice

  • Advised an education startup providing curricula and administrative resources for parents desiring to home school or pod school as to whether they would be considered a home school or a private school in each state, and the regulatory burden associated with the recommended category.
  • Analyzed FDA rules, regulations, guidance for industry and procedures as well as other federal statutes and common law to argue to the FDA that veterinarians should be able to prescribe certain medications to animals exclusively via telehealth rather than solely through in-person examination, to advise a pet telehealth startup aiming to make pet care frictionless during the pandemic and beyond. This included analysis of whether the startup should pursue informal correspondence with the FDA, or submit a citizen petition.
  • Conducted an assessment of the regulatory schemes governing gambling in various states to determine whether a novel form of sports betting that does not involve money would be subject to gambling regulations or not.
  • Analyzed restrictions on adoption advertising in key states to determine how a platform matching potential adoptive parents with parents desiring to place a child for adoption could operate in such states under its current business model.

Miscellaneous

  • Submitted a comment to the Financial Crimes Enforcement Network in response to its Notice of Proposed Rulemaking issued in early 2022 with respect to the Corporate Transparency Act. In particular, our comment focused on aspects of the proposed regulations that would be either impossible for startups to comply with or particularly onerous for startups as opposed to other types of small businesses. We are awaiting a subsequent Notice of Proposed Rulemaking to see whether our suggestions were implemented, but received much positive feedback from practitioners in the space. A copy our comment letter can be accessed here.
  • Entered into a new partnership with Gunderson Dettmer in which the firm sends students legal topics and questions on which some of its non-specialist lawyers aren’t well versed so that students can prepare educational materials for the lawyers and teach those lawyers about the topic.
  • Presented at the Polsky Center for Entrepreneurship and Innovation and on topics such as entity formation, intellectual property considerations for startups, artificial intelligence, employment law matters and negotiation basics.

In addition to the impactful and meaningful work that the Innovation Clinic performs for its clients, we also enjoy a highly beneficial relationship with alumni who are willing to share their time and experience with current students. This year, in addition to the Innovation Trek, we had guests join us in class. We heard from speakers running the gamut from partners and associates at law firms specializing in startup and venture capital matters to employees at Portal Innovations, a new private sector deep tech accelerator in the Fulton Market neighborhood of Chicago. We also piloted the new relationship with Gunderson Dettmer noted above.

Perhaps the most telling fact of the Innovation Clinic’s success is the feedback we receive from clients. One client said that they “literally had zero worries since the [Innovation Clinic] stepped in.” Co-counsel on another matter said that they were “delighted with the support from…the students…you are adding great value and are sincerely appreciated.” Our talented, hard-working, thoughtful students enable us to serve our clients at the highest levels while catalyzing regulatory change necessitated by the current innovation ecosystem in the United States.

The Innovation Clinic is grateful to all of its clients for continuing to provide its students with challenging, high-quality legal work. Our clients are breaking the mold and bringing innovations to market that will improve the lives of people around the world in numerous ways, including underserved populations. We are glad to aid in their success in any way that we can. We look forward to another productive year in 2022-2023!