Kelley Drye's Information Technology and Outsourcing practice is a leader in helping clients forge effective IT and outsourcing agreements. Lawyers in this group have a dual focus: representing companies that seek to secure IT and outsourcing resources; and representing the companies that provide these valuable services. As a result, these lawyers bring a 360-degree perspective to client arrangements that accelerates negotiations and creates the foundation for productive business relationships. With Kelley Drye, you work with a team that has handled some of the world's largest and most complex outsourcing arrangements and technology transactions, spanning multiple jurisdictions around the world. You also benefit from the firm's experience across a range of industries, which includes successfully helping clients such as health care companies, credit reporting agencies, banks, consulting firms, municipalities, financial services companies and many others.
Kelley Drye's Information Technology and Outsourcing practice bridges geographic boundaries and legal disciplines in these areas:
- Outsourcing - Handling outsourcing arrangements that are among the most complex and high profile of recent years. In one case, the firm helped a global information technology company execute a series of transactions that enabled a leading health insurer to secure accounting and help desk operations critical to the success of its new prescription drug program. Kelley Drye lawyers also forged agreements among three national credit reporting agencies to create a website, help desk and mail center that allowed them to provide U.S. consumers with a central source for requesting free credit reports.
- Information Technology Contracting - Consulting on IT-driven transactions in several industries, including for clients that handle sensitive information, such as banks, insurers and health care companies. These transactions have included complex systems integration projects involving multiple service providers, application service provider agreements, enterprise software licensing arrangements, web hosting agreements, and software development and maintenance agreements.
- Cross-Border Agreements - Forging complex technology transactions involving companies in multiple jurisdictions. Kelley Drye is particularly experienced with arrangements involving resources based in India, where the firm's tightly integrated India affiliate office provides exceptional guidance and on-the-ground support. Clients who pursue transactions involving global service delivery models rely on Kelley Drye to manage issues such as allocating currency exchange and inflation risks, and dealing with data privacy and export controls.
- Total Life Cycle Strategies - Kelley Drye lawyers represent clients throughout the total outsourcing life cycle - from the Request for Proposal or Request for Information stages, through contract signing. Many clients ask the firm to continue representing them through such post-signing outsourcing issues as "transitioning back" and "ramping down." These clients also rely on Kelley Drye to provide creative ideas for gaining bonus benefits from outsourcing relationships, including options for gain sharing or opportunities to seize and market any resulting intellectual property.
Representative Experience
Healthcare Industry
- Representing a leading global consulting firm in its agreement with one of the largest pharmaceutical distributors in the United States to redesign the business process of the distributor and implement SAP’s enterprise resource planning solution both within the United States and internationally.
- Representing a healthcare industry leader with its exclusive reseller, development, license and services agreements involving clinical management and electronic medical records systems for government-funded healthcare-provider users in Canada using a third-party hosted ASP portal.
- Representing one of the largest healthcare products companies in the world on numerous distribution, reselling, sublicensing, hosting, joint technology and content development agreements involving remote hosted healthcare digitized imaging and information systems and managed services for hospitals.
- 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.
Financial Services Industry
- Representing a leading India-based IT services, business solutions and outsourcing firm in its $505 million acquisition of the Indian-based business processing outsourcing arm for an international financial conglomerate. Also represented client in an agreement to provide process outsourcing services to the financial conglomerate.
- Representing a provider of option trading information in negotiating agreements for the development and support of an online options trading platform.
- Representing an application service provider in negotiating agreements with two U.S.-based financial institutions.
- Negotiating a master business process services (BPO) agreement between a top 10 U.S. bank and one of the largest BPO providers in the world.
- Representing a prominent investment advisory firm in an application service provider arrangement for trading analysis and data processing services.
- Representing a bank holding company in an agreement to provide data processing services and e-banking functionality.
- Representing a national credit reporting company 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.
Insurance
- Negotiating an agreement for a large BPO provider to act as the program administrator for a new retiree health insurance program offered by one of the largest insurers in the United States.
- Representing a leading global consulting firm in its agreements to build and operate the membership accounting function for the prescription drug plan of a major health insurer, including provision of help desk services from Canada and accounting services from the Philippines.
- Assisting 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.
Miscellaneous
- Representing a major U.S. city in its agreements for implementing Oracle’s ERP solution as well as negotiating the agreements for one of the largest SAP implementations ever conducted.
- Representing a leading global consulting firm in its service agreement with a leading consumer products company in negotiating a global IT master services agreement.
- Representing a mining equipment manufacturing company in negotiating an enterprise level long-term master software license and support agreement, and a master services agreement involving the design, development, implementation and support of strategic mission-critical remote monitoring software systems for use by our client in its global operations.
- Counseling a range of clients on information technology and application maintenance outsourcings, often using global service delivery models.
- Managing the outsourcing of the global procurement function by a multinational corporation in the United States, Canada, England, Ireland, Germany, France and Switzerland.
- Assisting several information technology and telecommunications services providers negotiate significant service agreements.
- Representing several American and European companies on regulatory, commercial and labor law issues relating to their captive outsourcing facilities or back offices.
