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Outsourcing

Types of Transactions

Overview
Vinson & Elkins' Outsourcing practice represents buyers and sellers of technology and technology-related goods and services. Our highly experienced lawyers have a wide range of relevant education and experience – including lawyers with advanced software programming and development experience and lawyers with extensive experience as in-house counsel at leading technology companies.

We help our clients evaluate, structure, negotiate, and document major domestic and international transactions involving all types of technology acquisition, distribution, and licensing matters. We work with our clients on the full range of issues that arise in these transactions, including:
  • Helping our clients develop and enhance their e-business initiatives
  • Counseling our clients on the impact of the evolving regulatory and legal framework for e-business, including privacy, e-signature, UETA, UCITA, and HIPAA issues
  • Assisting our clients with identifying, assessing, and protecting their intellectual property rights
  • Representing our clients in re-negotiating their technology contracts as their business needs evolve
  • Counseling our clients in connection with "troubled" technology deals. In situations where the parties are unable to resolve their differences, V&E's trial lawyers have extensive experience mediating, arbitrating and litigating disputes arising out of technology contracts


Our clients range from emerging technology companies to Fortune 50 global corporations, and represent a broad range of industries, including technology, energy, health care, retail, transportation, insurance, real estate management, and non-profits. We represent clients in technology-driven transactions in the U.S. as well as Asia, Europe, and the Americas. We have experience negotiating with leading suppliers across all product categories, from enterprise-class suppliers such as IBM and CSC to dozens of niche suppliers.

We work closely with our clients' in-house counsel, consultants and operations, technical, financial, tax, and human resources teams to staff, plan, negotiate, close, implement, and manage their technology transactions in a high-quality, expeditious, and cost-effective manner.

When appropriate, we include lawyers from our international offices on our teams to support high-tech transactions with global implications.

Through periodic e-mail notices, we advise clients and friends of emerging technology issues that affect their businesses.

Types of Transactions
We help our clients evaluate, structure, negotiate, and document major domestic and international transactions involving:
  • Technology and business process outsourcing
  • Enterprise resource planning (ERP), customer relationship management (CRM), and other strategic software licensing and implementation projects
  • E-procurement initiatives
  • Software development
  • Software licensing, including shrink-wrap, click-wrap, and web-wrap licenses
  • Systems integration
  • Technology transfer
  • Intellectual property licensing
  • Hardware acquisition and leasing
  • Consulting
  • Other critical technology distribution, procurement, and implementation transactions and initiatives

We also help our clients structure, negotiate, and document distribution agreements, OEM and VAR agreements, mergers and acquisitions, joint marketing agreements, joint ventures, and strategic alliances.

Issues
In connection with technology and licensing transactions, we advise clients on a full range of issues, including:
  • Sourcing strategies
  • Competitive and sole-source procurements
  • Requests for proposals
  • Proposal review and analysis
  • Multi-vendor negotiations
  • Service-level agreements
  • Telecommunications issues
  • Cross-border issues
  • Compliance with export laws
  • Intellectual property matters
  • Transfers of personnel and assets
  • State, federal, and international tax planning
  • Financing alternatives
  • Regulatory issues
  • Insurance issues
  • Antitrust issues
  • Human resources and benefits matters
e-Business
We help our clients develop and enhance their e-business initiatives, including:
  • Internet and e-commerce businesses and projects
  • Website development
  • Application service provider (ASP) agreements
  • Website and application hosting
Intellectual Property
We assist our clients with identifying, assessing, and protecting their intellectual property rights, and exploring ways to maximize the value of their IP rights, including:
  • Patents
  • Copyrights
  • Trademarks
  • Trade secrets
  • Brand development and protection
  • Research and development agreements
  • Infringement and validity studies and opinions
  • IP due diligence in connection with mergers, acquisitions, and other transactions



Prior results do not guarantee a similar outcome.

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Practice Contacts

Edward T. Stockbridge
Tel  +1.713.758.1032
Houston
tstockbridge@velaw.com

Michael J. Tomsu
Tel  +1.512.542.8527
Austin
mtomsu@velaw.com

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Vinson & Elkins Received Honors in 32 Practice Areas from the 2011 Chambers USA: America's Leading Lawyers for Business Directory, and 98 V&E Lawyers Were Recognized as “Leaders in Their Field”
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