Maximillian J. Bodoin

+1.617.573.5819

Overview

Maximillian J. Bodoin is an attorney in Holland & Knight's Data Strategy, Security and Privacy Group and the chair of the firm's Transit Team. Mr. Bodoin's practice concentrates on data security and privacy, licensing and protection, and information technology (IT). Mr. Bodoin has extensive experience representing clients on complex IP, IT, and data security and privacy matters in a wide range of industries, including transportation, healthcare, energy, construction, insurance, hospitality, finance, education and real estate.

As the chair of Holland & Knight's Transit Team, Mr. Bodoin is heavily involved in transportation matters, with a particular focus on public transportation. Mr. Bodoin has significant experience assisting public agencies and private entities in connection with transportation procurements, including preparing contract terms, technical specifications, evaluation procedures and complying with U.S. Department of Transportation (DOT) and Federal Transit Administration (FTA) regulations, and state and local procurement laws and regulations. He also manages and oversees all facets of the procurement process and represents clients in connection with bid protests.

Mr. Bodoin is also the editor of the Holland & Knight Transportation Blog

Representative Experience

Represented a Fortune 1000 energy company in connection with its procurement of a new ERP platform from Oracle. The representation involved two separate vendors and contracts, including an agreement for the platform implementation by PriceWaterhouseCoopers, which required extensive retrofitting of older systems to allow legacy solutions and data integration with the new platform. The second contract was for the Oracle-provided platform itself and focused on key issues of the parties' relationship, including installation, intellectual property rights, data privacy and information security requirements, all of which were prepared against the backdrop of the energy- and utility-specific rules and regulations.
Represented a major advanced wound-healing provider in connection with procuring and implementing an ERP and business process outsourcing solution, including working with the client team to develop and refine detailed technical specifications for managing wound care tracking, health record management, and billing, preparing extensive contract terms and assisting with the implementation of the procured solution. The representation also involved resolving (without litigation) an impasse between the parties when the selected vendor proved unable to provide the solution within the required budget and subsequently engaging a replacement vendor that successfully implemented the required solution.
Represented a major U.S. liberal arts college in connection with its procurement of an ERP solution provided by Workday. The representation included the negotiations of various agreements with Workday involving the solution itself, solution support, service level agreements and other ancillary services. The representation also involved negotiating an extensive consulting agreement and associated statement of work in connection with the implementation of the Workday solution by IBM.

Representing a major U.S. casino in connection with its development of a new gaming facility. The representation includes negotiating a significant volume of technology-related agreements necessary to support all operations associated with the new casino, including back-end IT infrastructure, payment processing, telecommunications and customer-facing solutions. Given the significant volume of agreements, the representation also includes developing with the client an intake review process to help prioritize agreements to better ensure that the client is maximizing its legal spend.
Represented a privately held international property management company in connection with an agreement for the outsourcing of various software solutions used for property management, marketing and leasing services for several hundred-thousand residents. Key issues included the development of bespoke functionality with associated testing and acceptance processes, service level agreements, support and maintenance obligations, and information security and privacy requirements.
Represented a nonprofit providing short-term, overnight respite care for families in connection with its procurement of an electronic health records system, which was designed to streamline the organization's records intake and management processes, improving quality care by its client care specialists and nursing staff. Key issues included, among others, ensuring that the solution was fully integrated into the client's existing practices, sufficient uptime and availability requirements were in place to minimize disruptions to client's crucial operations, and sensitive patient information was protected and handled in compliance with applicable law and industry best practices.

Representing a major furniture retailer in connection with the licensing of an inventory management solution for use across the client's retail stores throughout the U.S.
Representing a leading international manufacturer of toys and games, and trademark licensor in connection with a widely publicized licensing transaction with an online social gaming service provider
Represented a privately held insurance broker in connection with the development and licensing of a proprietary software product for use in the aviation industry in connection with compliance with various Federal Aviation Authority (FAA) guidelines for safety management software. Key issues included preparing complex licensing and ownership structures with the third-party software development, structures to address co-branding and reselling rights, and ongoing development and exploitation of derivative products.
Represented a Fortune 50 retail client in connection with the licensing of a dynamic discount solution that is used to manage the client's timing of its payment to suppliers in order to realize discounts associated with prompt payment. The client's savings exceeded $35 million after its first year of implementing the solution.

Representing a Fortune 50 retail company in connection with the design of its strategic initiative for autonomous vehicle pilot projects in connection with residential and commercial delivery services
Representing a leading autonomous vehicle technology company in connection with its development of multiple systems used to support the operation of autonomous vehicles, including interfaces between electrical and mechanical components and decision-making engines used in the operation of autonomous vehicles. The representation also involves negotiating pilot projects between the client and its customers relating to the latter's use of autonomous vehicles on business campuses and other large properties.
Represented a Fortune 50 multinational corporation in connection with the licensing of medical device solution that integrates artificial intelligence, machine learning and big data analytics in order to improve supply chain and operational efficiencies in connection with orthopedic surgery

Representing the Metropolitan Transportation Authority (MTA) in connection with its procurement of a new fare payment system (OMNY System) to replace its existing MetroCard System. The OMNY System is intended to be used in connection with fare payment through multiple MTA agencies, including New York City Transit Authority, MTA Bus Company, Metro-North Railroad and Long Island Rail Road. The representation involves preparing detailed contract terms of this technology-heavy procurement, including structures to address back-end IT systems, front-end devices used by the public to access the various transit modes, the parties' rights in associated intellectual property, their obligations with respect to ridership information collected and processed through the OMNY System, IT support and hosting and maintenance for the OMNY System. Mr. Bodoin also prepared extensive revisions to the technical specifications, analyzing and responding to proposer questions, participating in multiple rounds of negotiations, assisting in proposal evaluations, preparing and providing detailed summary updates to key decision makers, and providing general guidance on the overall procurement process and associated strategies.
Representing the Massachusetts Bay Transportation Authority (MBTA) in connection with its securing an entity to design, build, implement, operate and maintain its next-generation automated fare collection system (AFC 2.0). The engagement involves advising the MBTA with respect to various IP issues relating to the development, implementation, support, maintenance and ongoing operation of the AFC 2.0 System, responding to proposer questions and participating in proposer negotiations. Because AFC 2.0 will temporarily operate in parallel with the current CharlieCard system, the engagement also includes negotiating an agreement between the MBTA and its then-current vendor to secure the necessary rights for the new AFC 2.0 vendor to integrate portions of AFC 2.0 into the infrastructure used with the existing system.
Representing the MTA in connection with its public-private partnership procurement for a concessionaire to replace the MTA's existing static advertising inventory (i.e., paper advertisements) with digital screens throughout significant portions of the MTA's facilities and vehicles, including the subway, commuter rail and bus system, and to otherwise sell and manage the MTA's advertising inventory. The advertising inventory is valued at more than $3 billion during the term of the agreement.
Representing a large public transportation authority in a billion-dollar procurement of a fleet of rolling stock. The representation involves developing contract terms and conditions consistent with industry best practices that address the evolution of new technology used in modern rolling stock, including rights in underling intellectual property and standards to ensure compliance with modern information and operational security requirements, and supporting the authority throughout the entire procurement process, including proposal evaluation, proposer negotiations and contract execution.
Represented a major metropolitan public transportation authority in connection with a procurement for its New Electronic Payments Program. The transaction concerned the development, implementation, and maintenance of a standards-based, customer-centric fare payment system for the agency's system, with interfaces to surrounding regional transportation authorities.
Representing multiple transportation agencies in connection with consolidating, rationalizing, and modernizing standard contract terms for small and large purchases. The engagements involve analyzing and revising agency standard contract terms to bring them into compliance with applicable law and current industry best practices, and to ensure that they otherwise address agency concerns without increasing Proposer pricing due to improper risk allocation. This effort shortens the procurement process by minimizing negotiations, streamlines subsequent contract management, and creates uniformity among agency contracts in key areas such as data usage rights, information security, IP rights, testing and acceptance, payment terms, limits of liability, and other similar issues.
Represented the MBTA in connection with securing an entity to operate and maintain its commuter rail system. The representation involved developing an innovative procurement process, overseeing the procurement process, and working with the MBTA and various consultants to develop the 750-plus page Request for Proposals and operating agreement, which covered every aspect of operating and maintaining the MBTA's commuter rail system.
Represented the Puerto Rico Integrated Transit Authority (PRITA) in connection with its procurement of an operations and maintenance contractor to support fixed route bus service throughout the San Juan Metropolitan Area. The representation involved developing the Request for Proposals (RFP), the draft O&M contract and the proposal review and selection process.
Representing a major bus and light rail operations and maintenance entity in connection with its responses to solicitations. The representations entail analyzing each solicitation that the entity is considering, including the solicitation documents and draft contract to identify any key legal and business issues that the entity should review when determining whether to submit a Proposal. Representations include solicitations in California, Texas, Washington, D.C., Maryland, Georgia, North Carolina and Florida.
Represented multiple agencies in connection with migrating internal IT infrastructure to cloud-based solutions. The engagements involved developing contract terms, including provisions addressing IP rights, Service Level Agreements, support and maintenance, information security requirements, and data privacy, and overseeing the procurement process.
Represent multiple agencies in connection with the development of mobile device solutions to facilitate purchasing fare media, mobile ticketing, planning trips, and accessing account information via mobile applications.
Represented the MBTA in connection with its efforts to secure an advertising partnership relating to the placement of advertisements on CharlieCards. The engagement involved working with the MBTA to create a strategy to better ensure the selection of an appropriate partner through the procurement process.