Outsourcing and Technology Transactions

Orrick, Herrington & Sutcliffe LLP has represented some of the largest consulting firms in their negotiations with large companies to outsource critical functions. Negotiating outsourcing transactions is a complex process and often involves the most critical functions within a business, such as information technology, telecommunications, customer service and human resources. The firm is intimately familiar with the legal and regulatory, technical and business issues that can arise during an outsourcing transaction, including information security and data privacy concerns. Our Outsourcing Group brings extensive experience during contract negotiations and continues to work with clients well after agreements are drafted and signed.

We have worked on behalf of the French conglomerate Capgemini SA and its subsidiaries Capgemini E& Y, Sogeti, Cap Gemini Telecom and Media and Capgemini Government Solutions on many outsourcing transactions. We have negotiated agreements on behalf of Capgemini as a provider of services from two major service centers in India for a major U.S. medical equipment supplier, two top U.S. automakers, a large utility and one of the world's largest food retailers. These service centers, located in Bangalore and Mumbai, India, offer call center, information technology and other customer service functions.

Orrick's practice is also uniquely positioned to handle international transactions. Our firm's size, resources, advanced information technology and unique business systems ensure that our clients receive timely and responsive advice. We work together as a team across our international offices and have good relationships with local counsel around the world.

Experience

Our extensive experience in 2005 included the representation of:

• Capgemini S.A. (International). Capgemini on many outsourcing and related transactions including:
  • negotiated agreements on behalf of Capgemini as a provider of services from various locations in the United States and elsewhere, including two major service centers located in Bangalore and Mumbai, India. These service centers offer call center, information technology and other customer service functions.
  • outsourcing agreements for the provision of services to:
    • two top U.S. auto makers;
    • a large U.S. utility; and
    • one of the world’s largest food retailers.
  • the negotiation and global implementation of a €1.6 billion outsourcing transaction for Schneider
    Electric Industries.
• Fujitsu Limited (International). Fujitsu in a patent cross-license negotiation with a major technology company.

Technology Transactions

Orrick's market-leading Technology Transactions team, consisting of more than 40 experienced lawyers in offices throughout the United States, Europe and Asia, successfully represents established and emerging companies in a wide variety of strategic technology transactions, including agreements to develop, license, test, market, distribute, co-brand, protect, and acquire or divest technology and related intellectual property rights. Our lawyers advise a diverse clientele in the agricultural chemicals, food processing, Internet, life sciences, medical devices, networking, pharmaceuticals, semiconductor, software and telecommunications sectors.

We represent licensors, licensees, developers, investors in new technology, large technology companies, sellers and purchasers of new and existing technology, vendors and buyers of content, inventors and emerging technology companies. Our experience representing such diverse parties in the technology sector enables us to better help our clients understand the strategic interests of the other parties to a transaction and use such knowledge to their advantage.

Contact Us

For more information about Orrick or our outsourcing practice, please contact Alan D'Ambrosio, chair of Orrick's Outsourcing Group, at adambrosio@orrick.com or 212-506-5333.