Global Outsourcing and Procurement

The Global Outsourcing and Procurement practice advises clients on a wide range of cross-border transactions affecting their technology, infrastructure and operational capabilities. Attorneys in the Group work with clients to structure, negotiate, re-negotiate or exit domestic and international outsourcing transactions. We have deep experience in large-scale information technology and business process outsourcing (BPO) transactions.  More generally, we provide comprehensive counsel to companies with complex or regulated procurement requirements.

The success of sourcing transactions depends on the achievement of mission-critical operational and business goals. Our significant experience enables us to bridge the gap between the customer's requirements and the limitations of the vendor's business model. We are often asked to assist our clients in developing, evaluating and responding to RFPs in an effort to clarify the required scope of services and deliverables. We guide clients on change control procedures that will permit the parties' relationship to evolve naturally during the term of their agreement. This effort usually results in clearer agreement and paves the way for greater understanding between the parties going forward.

We service a wide array of industries, including international banking and financial services, healthcare and technology. Our clients have included both private sector companies and governmental entities.

Outsourcing

The Group has a unique perspective, having represented both users and providers of outsourced services; thus, we understand the needs and objectives of both sides. We provide comprehensive and seamless counsel with respect to these transactions, including by drawing on our extensive experience in the following areas:

  • Global IT infrastructure and telecommunications, development, integration, maintenance, help-desk and other IT-related services, including off-shoring to India and other centers of international outsourcing;
  • Special requirements pertaining to regulated industries whose operations are subject to outside review;
  • Purchase, sale and lease agreements involving hardware and software assets;
  • Global BPO, including customer relationship management, marketing and call centers; facilities and project management; Medicare benefits eligibility determination, mail delivery and reprographics services and insurance claims processing;
  • Matters pertaining to the transfer of employees to outsourcing vendors, including benefits and pension issues, union and non-union transfers and potential discrimination claims;
  • International privacy, data security, disaster recovery, alternative production facilities and business continuity, including special issues arising from the migration of processing and applications to a cloud computing platform;
  • IT licensing, open-source software, intellectual property and computer law; and
  • Tax issues that arise in relation to these transactions.

Procurement

Our lawyers have assisted both private sector and governmental clients at all stages of the procurement process, including drafting and issuing RFPs, evaluating RFP responses and negotiating the resulting agreements, including the subject service level agreements. We also handle a variety of disputes relating to whether a party is meeting its performance and other contractual obligations.

Re-negotiations and Terminations

A significant portion of our work involves the re-negotiation or termination of existing outsourcing relationships. This typically involves analyzing the current state of the transaction and negotiating the agreements to insource or resource some or all of the services being provided.

For more information please contact us.

Prior results do not guarantee a similar outcome.

Representative Matters

  • Represented global telecommunications company in turnkey solution/integration system agreement, included negotiations with multiple vendors and integration management services.
  • Represented leading media company in agreement for end-to-end logistics and fulfillment services in connection with CD purchases.
  • Represented banking technology company in two large transactions to outsource key IT functions, including applications development, help desk and data center operations. 
  • Represented leading royalty-tracking technology provider in IT transactions and related dispute resolution matters.
  • Represented Fortune -5OO company in large Cloud/IT Outsourcing transaction vs. Microsoft.
  • Represented an international, publicly traded, payment processing vendor in several large payment/data processing services transactions, including one with a major money center bank, and another with a world leader in the sale and resale of financial services technology solutions.
  • Represented leading insurance companies in IT, applications development /maintenance, claims processing and other technology and BPO transactions.
  • Represented Audible.com (now owned by Amazon) in a wide variety of technology development, content licensing, distribution, ASP and other service agreements.
  • Represented leading video games on-demand supplier in development, reseller, joint venture, satellite and other distribution agreements.
  • Represented media companies in cutting-edge digital right management agreements.
  • Represented leading financial services community network in a wide variety of technology procurement and membership agreements.
  • Represented AT&T Solutions in multi-billion dollar telecommunications outsourcing transactions.
  • Represented numerous clients in a variety of technology procurement, networking, financial services platform and telecoms agreements, including with leading ERP and solutions vendors (e.g., IBM, Oracle and SAP).
  • Represented multi-billion dollar global vendor of CRM, security, big data and other technology software and solutions in connection with the sale and resale of its products (including VAR and a variety of other distribution agreements).
  • Represented multinational travel agency in a wide variety of system procurement, licensing, networking, online distribution and content license agreements.
  • Deep experience with Open Source software development and licensing; member of industry committee involved in development of GPL v.3

 

Overview

The Global Outsourcing and Procurement practice advises clients on a wide range of cross-border transactions affecting their technology, infrastructure and operational capabilities. Attorneys in the Group work with clients to structure, negotiate, re-negotiate or exit domestic and international outsourcing transactions. We have deep experience in large-scale information technology and business process outsourcing (BPO) transactions.  More generally, we provide comprehensive counsel to companies with complex or regulated procurement requirements.

The success of sourcing transactions depends on the achievement of mission-critical operational and business goals. Our significant experience enables us to bridge the gap between the customer's requirements and the limitations of the vendor's business model. We are often asked to assist our clients in developing, evaluating and responding to RFPs in an effort to clarify the required scope of services and deliverables. We guide clients on change control procedures that will permit the parties' relationship to evolve naturally during the term of their agreement. This effort usually results in clearer agreement and paves the way for greater understanding between the parties going forward.

We service a wide array of industries, including international banking and financial services, healthcare and technology. Our clients have included both private sector companies and governmental entities.

Outsourcing

The Group has a unique perspective, having represented both users and providers of outsourced services; thus, we understand the needs and objectives of both sides. We provide comprehensive and seamless counsel with respect to these transactions, including by drawing on our extensive experience in the following areas:

  • Global IT infrastructure and telecommunications, development, integration, maintenance, help-desk and other IT-related services, including off-shoring to India and other centers of international outsourcing;
  • Special requirements pertaining to regulated industries whose operations are subject to outside review;
  • Purchase, sale and lease agreements involving hardware and software assets;
  • Global BPO, including customer relationship management, marketing and call centers; facilities and project management; Medicare benefits eligibility determination, mail delivery and reprographics services and insurance claims processing;
  • Matters pertaining to the transfer of employees to outsourcing vendors, including benefits and pension issues, union and non-union transfers and potential discrimination claims;
  • International privacy, data security, disaster recovery, alternative production facilities and business continuity, including special issues arising from the migration of processing and applications to a cloud computing platform;
  • IT licensing, open-source software, intellectual property and computer law; and
  • Tax issues that arise in relation to these transactions.

Procurement

Our lawyers have assisted both private sector and governmental clients at all stages of the procurement process, including drafting and issuing RFPs, evaluating RFP responses and negotiating the resulting agreements, including the subject service level agreements. We also handle a variety of disputes relating to whether a party is meeting its performance and other contractual obligations.

Re-negotiations and Terminations

A significant portion of our work involves the re-negotiation or termination of existing outsourcing relationships. This typically involves analyzing the current state of the transaction and negotiating the agreements to insource or resource some or all of the services being provided.

For more information please contact us.

Prior results do not guarantee a similar outcome.

Representative Matters
  • Represented global telecommunications company in turnkey solution/integration system agreement, included negotiations with multiple vendors and integration management services.
  • Represented leading media company in agreement for end-to-end logistics and fulfillment services in connection with CD purchases.
  • Represented banking technology company in two large transactions to outsource key IT functions, including applications development, help desk and data center operations. 
  • Represented leading royalty-tracking technology provider in IT transactions and related dispute resolution matters.
  • Represented Fortune -5OO company in large Cloud/IT Outsourcing transaction vs. Microsoft.
  • Represented an international, publicly traded, payment processing vendor in several large payment/data processing services transactions, including one with a major money center bank, and another with a world leader in the sale and resale of financial services technology solutions.
  • Represented leading insurance companies in IT, applications development /maintenance, claims processing and other technology and BPO transactions.
  • Represented Audible.com (now owned by Amazon) in a wide variety of technology development, content licensing, distribution, ASP and other service agreements.
  • Represented leading video games on-demand supplier in development, reseller, joint venture, satellite and other distribution agreements.
  • Represented media companies in cutting-edge digital right management agreements.
  • Represented leading financial services community network in a wide variety of technology procurement and membership agreements.
  • Represented AT&T Solutions in multi-billion dollar telecommunications outsourcing transactions.
  • Represented numerous clients in a variety of technology procurement, networking, financial services platform and telecoms agreements, including with leading ERP and solutions vendors (e.g., IBM, Oracle and SAP).
  • Represented multi-billion dollar global vendor of CRM, security, big data and other technology software and solutions in connection with the sale and resale of its products (including VAR and a variety of other distribution agreements).
  • Represented multinational travel agency in a wide variety of system procurement, licensing, networking, online distribution and content license agreements.
  • Deep experience with Open Source software development and licensing; member of industry committee involved in development of GPL v.3