• Outsourcing – Kelley Drye attorneys have handled some of the most complex, high-profile outsourcing arrangements implemented in recent years. For example, a Kelley Drye attorney represented a global information technology company in a series of transactions that enabled a leading health insurance company to secure the membership accounting and help desk operations needed for its new Medicare Prescription Drug Program. Also, our attorneys were involved in forging agreements among three national credit reporting agencies that created a website, help desk and mail center operations required to meet their obligations to provide all U.S. consumers with a central source for requesting free credit reports.
• Information Technology Contracting – Kelley Drye attorneys have also been involved in a wide-range of information technology-driven transactions critical to the success of their clients. These deals have involved a range of industries—including those with sensitive information, such as banks, insurers and health care companies. The transactions our clients have trusted us to assist them with include complex systems integration projects with multiple service providers, application service providers agreements, enterprise software licensing arrangements, web hosting agreements, and software development and maintenance agreements.
• Cross-Border Agreements – Our team is highly experienced with technology transactions involving multiple jurisdictions, particularly those involving resources based in India, where we engage our closely integrated India affiliate office. When transactions involve global service delivery models, we manage issues such as allocating currency exchange and inflation risks and dealing with data privacy and export controls.
• Total Life Cycle Strategies – We have represented clients throughout the total life cycle from the Request for Proposal (“RFP”) or Request for Information (“RFI”) stage, through contract signing. In addition, many clients request our continued representation through post-signing issues, including “transitioning back” and “ramping down” outsourced services. We also help clients explore creative ways to obtain additional benefits from their outsourcing relationships, such as gain-sharing arrangements or ancillary agreements for commercializing resulting intellectual property.

Representative Matters Involving Kelley Drye Attorneys

• Negotiating a master business process services agreement between a top 10 U.S. bank and one of the largest BPO providers in the world.
• Representing a leading global consulting firm in its agreements to build and operate the membership accounting function for the new Medicare Prescription Drug Plan of a major health insurer, including provision of help desk services from Canada and accounting services from the Philippines.
• Representing Experian Information Solutions in connection with agreements for a large telecommunications company to provide mail operations, an automated phone system and a website for use by consumers in requesting free credit file disclosures.
• Outsourcing of the global procurement function by a multinational corporation in the United States, Canada, England, Ireland, Germany, France and Switzerland.
• Counseling a range of clients on information technology and application maintenance outsourcings, often using global service delivery models, and including transactions involving Aon, Alltel, Dow Chemical, DuPont, PricewaterhouseCoopers and Sprint.
• Helping a prominent Indian technology company negotiate a series of IT outsourcing agreements for a complex systems integration project involving seven service providers, in connection with an insurance industry-related technology solution.
• Representing several American and European companies on regulatory, commercial and labor law issues relating to their captive outsourcing facilities or back offices.

• Representing the City of Chicago in its agreements for implementing Oracle’s ERP solution and negotiating the agreements for one of the largest SAP implementations ever conducted.
• Representing a large U.S.-based financial service company in an application service provider arrangement for trading analysis and data processing services.
• Representing a provider of trading information in an agreement to develop a trading platform for use by independent traders.
• Representing F.N.B.C. (a bank holding company) in an agreement for Metavante to provide data processing services and e-banking functionality.
• Representing Experian in the licensing of various enterprise software packages.
• Representing a U.S.-based global conglomerate on long-term cross-border agreements generating revenues of over $500 million, with government-selected local service providers and associated agreements with third party suppliers for providing remote hosted healthcare digitized imaging and information systems and managed services to over 70 hospitals.
• Representing a U.S.-based conglomerate on numerous distribution, reselling, sublicensing, hosting, and joint technology or content development agreements with major hardware and software vendors to healthcare institutions.
• Representing a U.S.-based conglomerate on a strategic enterprise-wide purchase and license agreements for sale and licensing of healthcare-related devices, systems and services, with major group purchasing organizations and other healthcare institutions.
• Helping several information, technology and telecommunications services providers including AT&T, Akamai, BEA Systems, Cognizant, EMC Corporation, Nokia, Oracle, MCI, Qwest, UUNet, SAIC and others negotiate significant service agreements.