Outsourcing has become a key business strategy for maintaining a competitive advantage in today's marketplace. Baker Donelson is able to provide not only the sound legal advice needed to navigate the complex web of outsourcing options, but is able to work with our clients strategically to evaluate business goals/rewards against the real risks of transferring control of a business function to a third party vendor. We also understand the business drivers of both sides of the transaction, and use this knowledge to drive consensus with respect to both the business and legal issues for your particular deal. And when the outsourcing relationship can no longer be sustained, we are able to work with both vendors and purchasers to reduce the risks associated with transitioning business-critical operations to a new supplier and manage the costs associated with such transitions (including litigation, where necessary). Our cross functional team approach includes not only attorneys with backgrounds in information technology and corporate procurement, but also professionals with significant international and governmental experience.
Offshoring is about more than cost savings or finding a viable "English language" alternative. Especially for large transactions involving shifting corporate infrastructure offshore, our team works with in-house legal and operational staff to evaluate options and contingencies that are unique to operations in developing nations. Our approach is to evaluate the deal based upon the extended recovery times required for significant movement of capital-intensive operations to foreign locations, as well as the special restrictions that apply to shifting technology and data across national borders. In this regard, U.S. and foreign government controls of trade and investment have increased dramatically since the attack on the World Trade Centers. Baker Donelson has represented clients in virtually every aspect of such controls, including export licensing, Office of Foreign Asset Control sanctions, and import/export compliance programs.
Representative Outsourcing and Offshoring Matters
- Represented a major automobile manufacturer in outsourcing its entire lead management program, including the collection of potential customer inquiries ("leads") on and off-line all the way through the sale of vehicles to customers.
- Represented major hospital chain in comprehensive IT outsourcing agreement, including transition of employees to major IT service provider.
- Represented large paper company in comprehensive IT outsourcing agreement to major IT service provider.
- Represented large tobacco manufacturer in comprehensive outsourcing of warehousing and distribution functions to major third party logistics provider.
- Represented (and continue to represent) Fortune 100 hardware and software technology company as a "seller" in various technology outsourcing deals, including software development, network design, remote testing for security and other purposes and all related services.
- Represented Fortune 100 company in outsourcing call-center functions in Eastern Europe.
- Represented Fortune 100 company in outsourcing disaster recovery (from satellite links and telecommunications to imagining PCs used by operations for roll-over purposes to a remote/mobile site).
- Drafted and negotiated outsourcing agreement with telephone company to outsource its manufacture of copper cable assemblies, fiber optic assemblies and fiber optic attenuators.
- Represented various health care entities in buying and selling back-end accounting and electronic medical records systems (including ASP/Software as a service offering).
- Represented major hotel chain in outsourcing all of its payment systems, including all related development, implementation and maintenance of such systems.
- Drafted outsourcing agreement for prohibited person screening for Fortune 100 financial services company.
- Drafted outsourcing agreement for system for investor reporting, administration and ongoing operational requirements of various securitization transactions for international Fortune 100 company.
- Oversaw outsourcing of internal merit promotions program for the European operations of a Fortune 10 company.
- Master agreement for MIPS-based services for global client to Australian provider.
- Created domestic and international outsourcing forms for various types of outsourcing for companies.