Outsourcing 2015: Sourcing Critical Services

Transcription

1 Satisfy Your CLE, CPD and Privacy Requirements! Outsourcing 2015: Sourcing Critical Services NEW TOPICS Outsourcing and the Internet of Things Supply Chain Management Deals Supplier Perspectives on Risk UPDATED Negotiating Cloud Services The State of the 2015 Market Privacy and Data Security Key Contract Terms and Compliance Obligations, September 28-29, 2015, October 29-30, 2015 Boston and Cleveland Groupcast Locations, October 29-30, 2015 Live Webcast, October 29-30, 2015 This is an approved New York transitional program Register Today at or Call (800) 260-4PLI

2 Outsourcing 2015: Sourcing Critical Services Why You Should Attend Outsourcing has firmly established itself as a common business practice, and is often standard for new companies. Sourcing agreements raise numerous legal and compliance concerns that counsel are challenged to manage. Whether in the pre-contract negotiation phase or halfway through fulfillment, attorneys on both sides of the agreement must know the risks that might befall them, as well as the available countermeasures. Outsourcing 2015: Sourcing Critical Services is PLI s leading program on all the perennial and cutting-edge legal issues that attorneys in this space encounter. This year s program will offer a review of some of the outsourcing basics, such as the outsourcing life cycle, the components of a Master Services Agreement and contracting for worst case scenarios. Quickly following that, the program will move onto current and forecasted issues, such as the current state of negotiating for cloud services, outsourcing s relationship with the growing Internet of things movement and current risk concerns from the supplier s point of view. Regardless of whether your practice is just beginning to include outsourcing agreements, or this is your primary focus, the program will deliver useful and practical insights that all attendees should find helpful. What You Will Learn NEW TOPICS Outsourcing and the Internet of Things Supply Chain Management Deals Supplier Perspectives on Risk UPDATED Negotiating Cloud Services the state of the 2015 market Intellectual Property Issues in Sourcing Agreements rep and warranties, preserving IP and trade secrets Privacy and Data Security key contract terms and compliance obligations Pricing and Financial Structures modeling different pricing schemes and common mistakes to avoid Special Feature Earn up to one hour of Ethics credit! Who Should Attend Attorneys and compliance professionals involved with sourcing agreements will find this program timely and relevant. Register Today at or Call (800) 260-4PLI

3 FACULTY Co-Chairs George Kimball Hewlett-Packard Company Los Angeles Michael S. Mensik Baker & McKenzie LLP Brad L. Peterson Mayer Brown LLP Linda Barrios Senior Counsel Global Digital, Information Technology & Governance McDonald s Corporation David Chameli Vice President, General Counsel Heritage-Crystal Clean, LLC Elgin, Illinois Fayiaz Chaudhri Senior Principal Counsel - Head of Legal (Commercial) Americas Infosys Limited Palo Alto Gabriela Franco Cleveland Vice President Senior Corporate Counsel Jones Lang LaSalle John F. Delaney Morrison & Foerster LLP Rebecca S. Eisner Mayer Brown LLP Peter R. George Baker & McKenzie LLP Marcelo Halpern Perkins Coie LLP Vivian L. Hanson Morrison & Foerster LLP Mark W. Heaphy Wiggin & Dana LLP New Haven, Connecticut Elizabeth M. Kelley Vice President and Associate General Counsel Hewlett-Packard Company Arlington, Virginia Jon Lightman Life Sciences Practice Lead Director ISG Stamford, Connecticut Robert Malone Managing Director Associate General Counsel, Contracting, North America Accenture Timothy J. Miller Novack and Macey LLP William A. Tanenbaum Kaye Scholer LLP, Groupcast Locations and Live Webcast Co-Chairs John F. Delaney Morrison & Foerster LLP William A. Tanenbaum Kaye Scholer LLP Michael J. Cammarota Managing Director Associate General Counsel, Contracting, North America Accenture LLP Hartford, Connecticut David Chameli Vice President, General Counsel Heritage-Crystal Clean, LLC Elgin, Illinois Fayiaz Chaudhri Senior Principal Counsel Head of Legal (Commercial) Americas Infosys Limited Palo Alto Rebecca S. Eisner Mayer Brown LLP Peter R. George Baker & McKenzie LLP Gregg I. Goldman Executive Director Global Outsourcing Lead IT, Contracting & Shared Services Legal UBS Weehawken, New Jersey Marcelo Halpern Perkins Coie LLP Vivian L. Hanson Morrison & Foerster LLP Mark W. Heaphy Wiggin & Dana LLP New Haven, Connecticut George Kimball Hewlett-Packard Company Los Angeles Jon Lightman Life Sciences Practice Lead Director ISG Stamford, Connecticut Lynn Lugo Senior Corporate Attorney IMS Health Parsippany, New Jersey Michael S. Mensik Baker & McKenzie LLP Brad L. Peterson Mayer Brown LLP David Rabinowitz Moses & Singer LLP David M. Ross Assistant General Counsel IP and Global Technology Unit MetLife Program Attorney: Kenneth D. Min

4 PROGRAM SCHEDULE Day One: 9:00 a.m. 5:00 p.m. Morning Session: 9:00 a.m. 12:30 p.m. 9:00 Introduction CHI: George Kimball, Michael S. Mensik, Brad L. Peterson NYC, BOS, CLE & WEB: John F. Delaney, William A. Tanenbaum 9:15 The Outsourcing Process Key trends driving change in outsourcing How the outsourcing life cycle is adapting Contracting for outcomes, analytics, autonomics, and innovation Effective and efficient legal support for the outsourcing process CHI, NYC, BOS, CLE & WEB: Brad L. Peterson 10:15 Anatomy of a Master Services Agreement Sweep clauses, change management and other key mechanisms Creative compromises regarding contentious contractual provisions Structuring and drafting tips Common mistakes to be avoided CHI, NYC, BOS, CLE & WEB: John F. Delaney 11:15 Networking Break 11:30 Intellectual Property Issues Patents, copyrights and trade secrets what is relevant to outsourcing and why Updating IP representations and warranties Handling joint improvements Preserving pre-existing IP rights CHI, NYC, BOS, CLE & WEB: William A. Tanenbaum Afternoon Session: 1:45 p.m. 5:00 p.m. 1:45 Privacy and Data Security Key privacy and security issues (U.S. and EU) Contract terms that need to be included to protect enterprise interests Negotiating strategies with third-party service providers, including cloud providers Allocating compliance obligations and liability for regulatory requirements CHI, NYC, BOS, CLE & WEB: Rebecca S. Eisner 2:45 Pricing and Financial Structures Understanding different pricing models How to choose the right financial structure for your deal objectives Key pricing terms Common pricing mistakes to avoid CHI, NYC, BOS, CLE & WEB: Vivian L. Hanson, Jon Lightman 3:45 Networking Break 4:00 Contracting for Worst Case Contingencies and Liabilities Liability limits how much is enough? Exclusions and exceptions Indemnities nobler to give than to receive? Special risks security incidents, privacy and compliance Slicing, dicing and other market trends CHI, NYC, BOS, CLE & WEB: Marcelo Halpern, George Kimball 5:00 Adjourn 12:30 Lunch

5 Please plan to arrive with enough time to register before the conference begins. A networking breakfast will be available upon your arrival. Day Two: 9:00 a.m. 4:30 p.m. Morning Session: 9:00 a.m. 12:15 p.m. 9:00 Negotiating for Cloud Services 2015 Baker & McKenzie survey results Evolving role of cloud services in the extended enterprise Impact on deal structure and key terms Impact on role of in-house counsel CHI: Linda Barrios, Elizabeth M. Kelley, Michael S. Mensik NYC, BOS, CLE & WEB: Gregg I. Goldman, Lynn Lugo, Michael S. Mensik 10:00 Case Study: Managing Compliance Risk in Multi-Country Sourcing Setting the stage: sourcing for the extended enterprise Key global compliance risks Processes and tools for identifying, mitigating and allocating global compliance risks Common deal structures and evolving best practices for multi-country sourcing Ongoing compliance risk management CHI: Gabriela Franco Cleveland, Peter R. George NYC, BOS, CLE & WEB: Peter R. George, David M. Ross 11:00 Networking Break 11:15 The Internet of Things ( IoT ) and the New Role for Outsourcing Outsourcing has traditionally focused on back office functions and improving internal operations Next generation outsourcing will focus on front office and customer-facing operations and developing new retail products and services Enterprise data and Big Data analytics processed through outsourcing will enable companies to design the products Information provided by the Internet of Things and machine learning New outsource vendors will be involved in this type of outsourcing Outsourcing contracts will change as a result The role of the Chief Data Officer in outsourcing RFPs and contracting CHI, NYC, BOS, CLE & WEB: William A. Tanenbaum Afternoon Session: 1:15 p.m. 4:30 p.m. 1:15 Supply Chain Management Deals The contractual landscape: supply agreements, manufacturing agreements, warehousing and transportation (logistics) agreements, distribution agreements How supply chain management deals differ from other sourcing transactions Liability for loss or damage to products FCPA/anti-corruption laws, export control, transportation of dangerous goods and other key issues CHI, NYC, BOS, CLE & WEB: David Chameli 2:15 Networking Break 2:30 Supplier Perspectives on Risk Qualifying opportunities, overseeing pursuits Process disciplines that manage risks Varieties of risk operational, financial, contractual, compliance Questions suppliers should ask Warning signs Best (and worst) practices CHI: Fayiaz Chaudhri, Mark W. Heaphy, Robert Malone NYC, BOS, CLE & WEB: Michael J. Cammarota, Fayiaz Chaudhri, Mark W. Heaphy 3:30 Ethics Issues in Negotiating Sourcing Deals Zealous representation within the bounds of the law (NYC only) Puffery vs. false statements: where is the line drawn? Limits on communications with adverse parties Cross-border and multijurisdictional negotiations Other ethical issues (CHI only) CHI: Timothy J. Miller NYC, BOS, CLE & WEB: David Rabinowitz 4:30 Adjourn 12:15 Lunch

6 PLI s Nationally Acclaimed Course Handbooks Now Available Online Our Course Handbooks represent the definitive thinking of the nation s finest legal minds, and are considered the standard reference in the field. The Handbook is prepared specifically for this program and stands alone as a permanent reference. The Course Handbook will be available online several days prior to the program! Log in to go to My Online Library and click on the Course Materials tab. You can review the material or prepare questions to raise at the program. You will have access to the Course Handbook for one year from the program date. All attendees at the live program and Groupcast locations will also receive a copy. Register for our live Webcast attend from your location! The session of this program is available as a live Webcast, streamed simultaneously on your PC or tablet. Reserve your front-row seat to watch PLI s acclaimed faculty as they discuss the hottest legal trends, developments, case law and regulations.... View all supporting material.... And earn CLE credit. It s all part of PLI s commitment to deliver an outstanding learning experience! Register today at to reserve your place. Then log in at to print the Course Handbook and submit questions electronically to the faculty. PLI s Customer Service Department is also available to assist with any questions. Please contact us at (800) 260-4PLI. Individual Privileged Membership unlimited access to PLI s live seminars and online programming for one flat annual fee! Privileged Membership is the simple answer to your ongoing training and CLE/CPE needs: for just $3,495, you can have unlimited, 24/7 access to over 400 live seminars and Webcasts presented by a prestigious faculty of more than 4,000 legal and business thought leaders. Join the thousands of practitioners that have chosen PLI as their training partner become a Privileged Member today! For more information on Individual Privileged Membership, please call (800) or membership@pli.edu. Pro Bono Efforts & Scholarships As a nonprofit organization, PLI is deeply committed to the public service work of the legal profession. We invest heavily in pro bono activities, including: full and partial scholarships to our institutes and programs assisting public interest organizations with their legal training needs free lectures for law students on our website, and free programs in practice areas critical to the representation of low-income clients. In 2014, PLI awarded over 59,000 scholarships in all programs to judicial law clerks, law professors, law students, attorneys 65 or older, law librarians, judges, attorneys who work for nonprofit organizations, and attorneys in transition. PLI also partners with Privileged Member firms and organizations to offer free CLE training to their pro bono clients. The selected nonprofit organizations, legal aid organizations and other pro bono groups have unlimited access to PLI live seminars and On-Demand Learning content. For more information on our pro bono initiatives, or to apply for a scholarship, please visit PLI s Unconditional Guarantee It s simple: if you are not completely satisfied with the return on your investment from any PLI program, we will refund your money in full. Register Today at or Call (800) 260-4PLI

7 Gain all-inclusive access to PLI s ebook library 24/7 access to over 50,000 documents of legal research in 22 practice areas Treatises Course Handbooks Answer Books Legal Forms Program Transcripts For more information, contact PLI Library Relations p. (877) e. discoverplus@pli.edu w. Save the Date Upcoming 2015 Seminar! Advanced Compliance & Ethics Workshop, October 13-14, 2015, ; November 19-20, 2015, San Francisco & Live Webcast For a complete list of PLI offerings, visit On-Demand. The easiest way to complete your MCLE requirement. Get fresh, current online CLE content, with over 2,500 hours of web programs, MP3s and MP4s, available whenever and wherever you need it on laptops, tablets, and the ipad, iphone and ipod Touch. Virtually all of PLI s programs are recorded and archived within two weeks of delivery. You can view entire programs or individual web segments 24/7 via streaming video and/or audio. Each On-Demand program features the video and/or audio of the program, along with downloadable Course Materials and an application for CLE credit. REGISTRATION/HOTEL INFORMATION AVAILABLE AT F O U R E A S Y W A Y S T O R E G I S T E R WEB: PHONE: (800) 260-4PLI Monday - Friday, 9 a.m. - 6 p.m., Eastern Time FAX: (800) Open 24 Hours! MAIL: Practising Law Institute 1177 Avenue of the Americas New York, NY Fax or mail completed Registration/Order Form on back cover Location/Hotel Information: Visit us on the Web at or call us at (800) 260-4PLI for information about seminar locations and hotel accommodations for this program. Payment Policy: Registration fees are due in advance. Attendees may pay by check, Visa, MasterCard, American Express or Diners Club. Cancellations: All cancellations received 3 business days prior to the program will be refunded 100%. If you do not cancel within the allotted time period, payment is due in full. You may substitute another individual to attend the program. CLE/CPD Credit: PLI programs offer CLE credit in all U.S. jurisdictions that have mandatory CLE requirements and some foreign jurisdictions with CPD requirements. Please check for credit details, eligibility and approval status for your particular jurisdiction(s). New York: In accordance with the requirements of the Continuing Legal Education Board, this transitional continuing legal education course has been approved for a maximum of 14 credit hours, of which 9 credit hours can be applied toward the Professional Practice requirement, 4 hours can be applied toward the Skills requirement, and 1 hour can be applied toward the Ethics requirement. California: This activity is approved for MCLE credit in the amount of 12 hours, of which 1 hour will apply to legal ethics. Continuing Professional Education for Privacy Professionals: This program has been submitted for approval by the International Association of Privacy Professionals (IAPP) for 1 CPE credit. Special Needs: If you have special needs as addressed by the Americans with Disabilities Act, please notify Customer Service at least two weeks prior to your program. info@pli.edu Visit Us On The Web:

8 Practising Law Institute 1177 Avenue of the Americas New York, NY NON-PROFIT ORGANIZATION U.S. POSTAGE PAID PRACTISING LAW INSTITUTE Practising Law Institute R E G I S T R AT I O N / O R D E R F O R M When Registering, Please Refer to Priority Code: DHN5 Make necessary corrections on mailing address. Outsourcing 2015 Please register me for the following session: Seminar,* September 28-29, 2015, University of Gleacher Center, $1, Seminar,* October 29-30, 2015, PLI New York Center, $1, Boston Groupcast Location,* October 29-30, 2015, Massachusetts CLE, $1, Cleveland Groupcast Location,* October 29-30, 2015, Cleveland Metropolitan Bar Association, $1,695 2 Live Webcast,* October 29-30, 2015, #59322, $1, Privileged Member Fee: $ Course Handbook only, $220 Register Today! Call (800) 260-4PLI *Course Handbook, in bound volume format for program attendees, and in digital format for Webcast participants. All attendees will have access to a downloadable version of the Handbook several days prior to the program. FREE Shipping and Handling in the United States, U.S. Possessions and Canada on all prepaid Publication purchases. CA, FL, IL, MA, MD, NJ, NY, OH, PA, RI, TX, VA and DC residents please add applicable sales tax to the price of Publications. Please send me: Publications Catalog Institutes and Programs Catalog Information on PLI Membership The information below is required to properly process your CLE certificate: State: Bar ID# State: Bar ID# State: Bar ID# PRIORITY CODE: DHN5 8A500 Name Title Firm Address ( U s e S t r e e t A d d r e s s f o r U P S D e l i v e r y ) City/State/Zip Phone Fax My address is: Please send me updates on PLI programs and services.