JEFFREY B. RITTER
Kirkpatrick & Lockhart, LLP
Of Counsel, April 1999 to present
Co-chair of national electronic commerce legal practice, assisting
corporations in establishing the legal infrastructures for on-line businesses and the
integration of electronic commercial practices. Areas of current focus include the
implementation of electronic signatures, authentication, privacy, data licensing and
intellectual property protection. Recent commercial negotiation experience includes
assisting clients in concluding complex web development and web hosting agreements,
database development and licensing agreements, software licensing, technology services
agreements and employment agreements in health care, manufacturing, financial services,
real estate and retail industries. Active in Washington-based policy dialogues regarding
state government privacy reform, uniform commercial law, international trade and
electronic commerce self-regulation.
Legal Practice Experience
Ellis & Aeschliman
(Of Counsel, 1994-present)
Vorys, Sater, Seymour and Pease
(Of counsel, 1991 - 1994)
Schwartz, Kelm, Warren & Rubenstein, Columbus
(Partner, 1987 - 1991; Associate, 1982 - 1987)
Barnett & Alagia, Louisville and Washington, D.C.
(Associate, 1979 - 1982)
Areas of Practice:
Experienced in structuring, drafting and negotiating commercial
transactions, corporate governance documents, financing arrangements and technology
management agreements, with significant transactional experience, including counseling
senior and middle management, regarding:
Computer and technology agreements, for both vendors and users,
including hardware and software purchasing, leasing and licensing, custom system and
software development and maintenance, distribution agreements and high technology aspects
of acquisition transactions, employment law, health data and related fields.
Electronic commercial transactions, including electronic data
interchange, electronic funds transfer regulatory compliance (IRS, EPA, SEC), long-term
telecommunication services and electronic publishing.
Product distribution, warehousing and specialty retail contracts and
Mergers and acquisitions for public and private corporations, and
financing transactions, secured and unsecured, for both lenders and borrowers, including
Securities Act and 1934 Act compliance for regional and national public
companies, both for transaction-specific and periodic disclosures; excellent familiarity
Significant experience in international negotiations in public and private forums, with
emphasis on Western European activities, including licensing, product distribution, and
Representative Prior Clients
The Limited, Inc.
Triad Systems Corporation
Bank One, Columbus
Electronic Data Interchange Association
Healthcare EDI Corporation
Comprehensive Technologies, Inc.
Universal Postal Union (United Nations organization)
U.N. Conference on International Trade and Development
Wendy's International, Inc.
Sterling Software, Inc.
Significant Professional Accomplishments
ECLIPS--Electronic Commerce, Law and Information Policy Strategies a program of
the Ohio Supercomputer Center
Program Director, July 1994 April 1998
Founded and developed the nation's first full-time academic research
program on the laws and policies governing electronic commerce and emerging global,
regional and local information markets. ECLIPS was fully funded from state, federal,
international and private sector grants and contributions. Research emphasized the
regulatory aspects of automating international trade communication; the creation,
structure and governance of digital networks, exchanges and databases; the necessary legal
standards to govern government services and the electronic interfaces between government
and commerce; and the development of effective technology solutions for enhancing the
economic values of information assets in electronic form.
American Bar Association, Section of Business Law
Committee on Cyberspace Law
Founding Chair, December 1995 August 1998
This committee, now with over 1,100+ business lawyers, examines and
develops legal solutions for the challenges of business in cyberspace
(http://www.abanet.org/buslaw/cyber). The Committee is comprehensively involved in:
electronic financial services
digital intellectual properties
Currently, the Committee is executing over 30 independent projects to
contribute to law reform efforts domestically and internationally. See
United Nations Economic Commission for Europe
Working Party on the Facilitation of International Trade Procedures
Rapporteur on Legal Questions, March 1990 -- March 1996
Legal Advisor, U.S. Delegation, Oct. 1989 -- 1997
Served as one of two legal rapporteurs to the U.N.'s leading effort to
facilitate electronic commerce and government. In that capacity, advised the Working Party
and over 70 participating nations and international organizations (including the U.S.
delegation) on the legal and commercial aspects of implementing electronic commerce in
banking, shipping, trade, insurance, health care and government administration. Organized
a Legal Rapporteur Team through which substantive projects were completed regarding:
a model trading partner interchange agreement
recommendations on the use of electronic documents in negotiable
surveying the legal barriers to electronic commerce in industries and
national legal systems
identifying requirements for harmonizing existing international trade
conventions to accomodate electronic commercial practices
Represented the Working Party in the United Nations Commission on
International Trade Law (UNCITRAL) to develop the United Nations Model Law on Electronic
Internet Law & Policy Forum
Organizing Chair, September 1996 - February 1997
As a funded project of ECLIPS, coordinated a global effort to
establish a new non-governmental organization to provide a neutral venue for the
development of self-regulatory solutions to the legal and policy challenges of the
Internet and harmonized enactments. Responsible for designing working group processes,
managing pilot projects, developing international liaisons with national governments and
inter-governmental organizations (OECD, G-7, APEC, United Nations, EU) and developing
portfolio of available international experts to support future work. See www.ilpf.org.
U.S. Department of State Advisory Committee on Private International Law, Study Group
on Electronic Commerce
Member, 1992 - present
Provide continuing counsel to U.S. Department of State on strategic
and substantive aspects of international law reform for electronic commerce, including
projects at the United Nations Commission on International Law, the Hague Conference and
the International Chamber of Commerce.
Substantive Law Reform Projects
Since 1988, by virtue of ongoing responsibilities and
opportunities, leadership has been provided, or consistent contributions have been made,
to substantive law reform projects, including:
Special Annex to the Convention of the Universal Postal Union on the
Communication of Electronic Postal Data (Universal Postal Union)
Model Electronic Data Interchange Trading Partner Agreement and
Commentary (American Bar Association)
Model Interchange Agreement for the International Commercial Use of
Electronic Data Interchange (United Nations Economic Commission for Europe)
Recommendation on the Use of Negotiable Instruments in International
Trade (United Nations Economic Commission for Europe)
Model National Law on Electronic Commerce (United Nations Commission on
International Trade Law)
Uniform Commercial Code, revisions to Articles 2, 2B, 5 and 9 (National
Conference of Commissioners on Uniform State Laws)
Uniform Electronic Transactions Act (National Conference of
Commissioners on Uniform State Laws)
Ongoing interaction with technical standards bodies, such as ANSI, UN/EDIFACT and ISO
Additional Professional Experience:
Document Authentication Systems, Inc.
Director, April 1998 to April 1999
Developed and executed the design of DocuGuardŌ --an innovative
technology system for creating, signing and managing electronic documentsfor state,
federal and international government agencies. Duties included full responsibility for
developing product design features, marketing and sales strategies and materials, legal
and policy resources and direct customer sales and support activities.
OARnet--Regional Internet Access Provider
Acting Director, 1994 -- 1995
Served as interim chief executive officer for internet access network
serving approximately 750 commercial, government and academic facilities with over 400,000
users. Supervised staff of 20+ in design, installation and management of a leading
Internet network operating in nine states. Extensive involvement in vendor and customer
relationships, network operations, financial management and similar aspects of rapidly
growing, leading edge enterprise. OARnet operates under the auspices of the Ohio
The DataLaw Report
Co-Founder and Editor-in-Chief, July, 1993 -- July, 1996
The Report was a bi-monthly "treatise in progress"
published by Clark Boardman Callaghan. The publication was the first of its kind to
examine the changing global legal environment for electronic information, emphasizing
electronic commerce, information policy and domestic and international trade.
National Conference of Commissioners on Uniform State Laws (NCCUSL) Drafting Committee
on Article 2 (Sales) of Uniform Commercial Code
Co-Advisor on Technology Issues for American Bar Association, 1992 -- 1995
Responsible for providing input from ABA membership on proposed sales
law reforms (Article 2B) relating to electronic contracting, licensing of software and
other intellectual properties, and sales of other technologies and electronic assets (e.g.
Duke University School of Law, Durham, North Carolina
U.S. Law Week Award, 1979
Staff, Law and Contemporary Problems
Master of Arts
Bachelor of Arts (Communication)
The Ohio State University, Columbus
June, 1976 (concurrently awarded degrees)
Summa cum laude with distinction in Communication and with honors in the liberal arts
Phi Beta Kappa
Recent Selected Speeches and Presentations (1996-98):
Global Information Infrastructure Commission, Forum on Electronic
Commerce, "The Role of Self-regulation for Electronic Commerce", February 1996
United States Congress, House of Representatives Subcommittee on
Domestic and International Monetary Policy Hearings, "The Future of Money: The
Potential for Self-Regulation", June 1996 (Washington, D.C.)
G-7 International Workshop on Electronic Commerce, "Legal Aspects
of Global Electronic Commerce: The Role of the Private Sector", October 1996 (Rome).
CommerceNet Global Partners Summit, "Internet Commerce from a
Global Perspective", October 1996 (Palo Alto).
Pacific Telecommunications Conference, "Building the Legal
Framework: The Challenges and Possibilities for Asia-Pacific and the World", January,
The World Bank (private briefing), "Electronic Money:
Self-regulation of the Future", February, 1997 (Washington, D.C.)
OECD Committee on Consumer Policy (private meeting): "The Role of
Industry in Regulation of the Net", March, 1997 (Paris).
UNESCO First International Congress on Ethical, Legal and Societal
Aspects of Digital Information, "The Importance of a Legal Framework for Achieving
Universal Access", March, 1997 (Monaco).
National Governors Association, USIP Meeting, "Overcoming the
Obstacles: Defining a National Forum on Electronic Commerce", March, 1997.
State of Ohio (private briefing for IT management), "Strategies
for Electronic Public Access: Recommendations for the Information Age", April, 1997
The Conference on High Speed Computing [Lawrence Livermore National
Laboratory], "Regulating the Net: The Models of Governance", April, 1997
Intergovernmental Technology Conference, "Defining the Balance for
the Information Age: The Commercial Sale of Public Information", April, 1997
SmartCard Forum Legal and Public Policy Symposium, "Setting the
Vision", May, 1997 (McLean, Virginia).
Forbes Cyberstate Symposium, "Connecting Commerce and Government:
The Policy Agenda", November 1997 (Columbus).
Forbes Chief Financial Officer Conference, "Electronic Commerce:
Winning a Game without Rules", May, 1998 (Chicago).
Forbes Cyberstate Symposium, same title, October 1998 (Cleveland).
Books and Reports
Public Access in the Information Age: A Policy for Ohio (ECLIPS,
Strategies for Electronic Public Access to Ohio Government:
Recommendations for the Information Age (ECLIPS, 1996).
The Ohio Internet Advisory Committee: An Assessment and Report
Electronic Information in Ohio Governments: Defining Public
Access for the Information Age (ECLIPS, 1996).
The Sale of Information by Michigan Governments: An Analysis and
Report (ECLIPS, 1995).
Electronic Data Interchange Agreements: A Guide and Sourcebook (with
Amelia H. Boss), International Chamber of Commerce; Paris, 1993.
The Legal Facilitation of International Electronic Commerce: Current
Initiatives and Future Directions, UN Doc. No. UNCTAD/DDM4/No.1 (United Nations
Conference on Trade and Development, 1992).
The Commercial Use of Electronic Data Interchange -- A Report and
Model Trading Partner Agreement (as Reporter), American Bar Association, 1991 (also
published at 45 Business Lawyer 1645 (1990)).
Articles and Papers
"The Commercial Realities of Securing Enterprise Data on the
Net", The DataLaw Report, 4 (July, 1995;Vol.3., No.1).
"The Acceptability of Facsimile Signatures", The DataLaw Report, 3
(September, 1993; Vol. 1, No. 2).
"International Electronic Commerce and Administrative Law: The
Need for Harmonized National Reforms" (with Judith Y. Gliniecki), 6 Harvard J. Law
& Tech. 263 (Spring, 1993).
"Defining International Electronic Commerce", 13 Northwestern
J. of Int'l Law and Business 1 (Spring/Summer, 1992).
"Confidentiality and Patient Privacy in Community Health
Management Information Systems: A Legal Overview and Report prepared with Jacklyn J. Ford
for the Ohio Corporation for Health Information Privacy and Confidentiality Task Force
"Private Trade Data Networks", Transnational Data Report,
"Commercial Attributes of Data Communication Networks: Some
Commercial Realities of Transborder Data Flow", ABA Annual Meeting, Atlanta
Private Trade Data Networks: A Commercial Tapestry in Progress",
ABA Annual Meeting, Chicago (Unpublished, 1990).
"A Legislative Response to the Issues of Software
Contracting" (with Amelia H. Boss), Commercial Law Annual 1993 (Clark Boardman
"A Legislative Response to the Issues of Software Procurement--A
Report on the American Experience" (with Amelia H. Boss), Software Procurement:
Nordic Yearbook of Law and Informatics (Norstedts Juridik, 1992).
"Software Transactions and Uniformity: Accommodating Codes Under
the Code", 46 Business Lawyer 1825 (1991).
"Scope of the Uniform Commercial Code: Computer Contracting Cases
and Electronic Commercial Practices", 45 Business Lawyer 2533 (1990).
Additional Professional Activities and Honors:
American Bar Association
Subcommittee on Electronic Commercial Practices
Chair, 1994 - 1995, Vice Chair, 1990 - 1994
BNA Electronic Information and Law Report, Board of Advisors
The Journal of Online Law, Board of Advisors
Internet Healthcare Coalition, Advisory Board
Top 40 Under 40 Award, 1993
Awarded by Business First to outstanding business and civic
leaders in Central Ohio
Whos Who in American Law, 1998
Whos Who in America, 2000
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