Outsourcing

This note outlines the UK Bribery Act 2010 and the US Foreign Corrupt Practices Act 1977 (FCPA) and the anti-corruption regimes in which they operate. It focuses particularly on the practical implications of the differences between these two important pieces of legislation.

This Note discusses the due diligence needed in connection with an outsourcing arrangement. This includes due diligence of the customer's business, due diligence of potential suppliers, request for proposals (RFP), risk assessment; data rooms, access to personnel and assets, services and service levels, human resources, intellectual property, premises, information technology (IT) and communications, third-party contracts, outsourcing agreements, transition services, regulatory considerations, financial reporting, financial services outsourcing, and offshore and multi-jurisdictional transactions.

This Note summarizes the key legal and commercial considerations and negotiating issues arising in relation to IT outsourcing agreements. These include the scope, purpose and context of outsourcings, transfers of intellectual property (IP), length of contract, scope and quality of services, pricing, service credits, indemnities, warranties, exclusivity, management, dispute escalation and resolution, limitation of liability, termination, and exit management.

This Note sets out the commercial, legal and regulatory issues that companies looking to offshore aspects of their business must address.

This Note looks at the issues that the parties involved in a second or subsequent-generation outsourcing transaction need to consider, including the re-tendering exercise, the outsourcing agreement, and transfer of services from one supplier to another.

This tool enables subscribers to search the Country Q&A in the PLC Outsourcing multi-jurisdictional guide by question and jurisdiction. Simply select the questions and the jurisdictions that you are interested in and click the "submit" button. Please note that the law stated dates for each jurisdiction covered may not be the same. To check the law stated dates for each jurisdiction, please visit the individual article.

This table summarises regulatory notification and approval of outsourcing transactions. This table is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcing-mjg.

A Q&A guide to outsourcing in Denmark. This Q&A guide gives a high-level overview of legal and regulatory requirements on different types of outsourcing; commonly used legal structures; procurement processes; and formalities required for transferring or leasing assets. The article also contains a guide to transferring employees; structuring employee arrangements (including any notice, information and consultation obligations); and calculating redundancy pay. It also covers data protection issues; customer remedies and protections; and the tax issues arising on an outsourcing. This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcing-mjg.

A Q&A guide to outsourcing in New Zealand. This Q&A guide gives a high-level overview of legal and regulatory requirements on different types of outsourcing; commonly used legal structures; procurement processes; and formalities required for transferring or leasing assets. The article also contains a guide to transferring employees; structuring employee arrangements (including any notice, information and consultation obligations); and calculating redundancy pay. It also covers data protection issues; customer remedies and protections; and the tax issues arising on an outsourcing.   For a full list of recommended outsourcing law firms and lawyers in New Zealand, please visit PLC Which lawyer?   This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcinghandbook.

A Q&A guide to outsourcing in Poland. This Q&A guide gives a high-level overview of legal and regulatory requirements on different types of outsourcing; commonly used legal structures; procurement processes; and formalities required for transferring or leasing assets. The article also contains a guide to transferring employees; structuring employee arrangements (including any notice, information and consultation obligations); and calculating redundancy pay. It also covers data protection issues; customer remedies and protections; and the tax issues arising on an outsourcing. This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcing-mjg.

Following the global economic downturn, companies have been faced with the possibility that key outsourced services may suffer, or even disappear, if an external service provider becomes insolvent. This article outlines the US bankruptcy law principles and issues that are most relevant for customers of insolvent outsourcing service providers. It then provides a comparison of those principles with the insolvency frameworks in India and China. This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents visit www.practicallaw.com/outsourcinghandbook.

This chapter considers, in the context of IT outsourcing agreements, the nature and effect of the following contractual methods to mitigate the risk of disputes: jurisdiction clauses, arbitration clauses, governing law clauses, and dispute resolution schemes. This article is part of the PLC multi-jurisdictional guide to Outsourcing. For a full list of contents visit www.practicallaw.com/outsourcinghandbook.

This chapter sets out the key issues to be considered to ensure an effective exit strategy, and some important points that must be addressed in the outsourcing agreement. In particular, it considers when exit can be triggered, when exit management issues should be considered, and the key issues that should be addressed in the exit provisions of the outsourcing contract. This article is part of the PLC multi-jurisdictional guide to Outsourcing. For a full list of contents visit www.practicallaw.com/outsourcinghandbook.

A Q&A guide to outsourcing in Portugal. This Q&A is part of the PLC multi-jurisdictional guide to Outsourcing. For a full list of jurisdictional Q&As visit www.practicallaw.com/outsourcinghandbook.

A Q&A guide to outsourcing in The Netherlands. This Q&A is part of the PLC multi-jurisdictional guide to Outsourcing. For a full list of jurisdictional Q&As visit www.practicallaw.com/outsourcinghandbook.

One of the major recent innovations in outsourcing has been the emergence of cloud computing. This chapter considers what cloud computing involves, its benefits, the risks and legal issues connected with it, licensing issues, and a summary of the issues considered in the chapter.

An EU outsourcing transaction often involves the cross-border transfer of personal data to countries outside the EU. This chapter focuses on current privacy considerations and compliance requirements concerning EU-originated cross-border outsourcing transactions, as well as the key developing privacy issues or trends affecting such transactions.

The credit crunch means that there is likely to be an increase in the number of companies looking at outsourcing, perhaps for the first time, and (for those companies downsizing or in the midst of mergers) in those looking at renegotiating or restructuring existing outsourcing contracts. This chapter identifies the key contract terms to consider when an outsourcing crosses borders.

This chapter explores some of the key legal risks for an extended enterprise. It discusses several of the key compliance issues that an extended enterprise should consider in managing, renewing or renegotiating outsourcing relationships, or when entering into new ones, and provides examples from legislation drawn from the US and other jurisdictions. It focuses on five primary areas: tax, financial reporting, privacy and data protection, security breach and records management and e-discovery.

This chapter considers EU data protection issues that arise on an outsourcing, in particular: the role of the data controller and data processor; data protection issues to be addressed in pre-contractual negotiations; data protection issues to be addressed when drafting the outsourcing contract; and the national law governing the transfer of personal data in France, Italy and the UK.

A PLC Commercial "Legal FAQs" article about the Bribery Act 2010, which comes into force on 1 July 2011.  For details about PLC's materials on the Bribery Act, see Practice note, Bribery Act 2010: toolkit.

A Q&A guide to outsourcing in Ireland. This Q&A guide gives a high-level overview of legal and regulatory requirements on different types of outsourcing; commonly used legal structures; procurement processes; and formalities required for transferring or leasing assets. The article also contains a guide to transferring employees; structuring employee arrangements (including any notice, information and consultation obligations); and calculating redundancy pay. It also covers data protection issues; customer remedies and protections; contracting parties' remedies; dispute resolution; and the tax issues arising on an outsourcing.   To compare answers across multiple jurisdictions, visit the Outsourcing Country Q&A tool.   This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcing-mjg.

A Q&A guide to outsourcing in the UK (England and Wales). This Q&A guide gives a high-level overview of legal and regulatory requirements on different types of outsourcing; commonly used legal structures; procurement processes; and formalities required for transferring or leasing assets. The article also contains a guide to transferring employees; structuring employee arrangements (including any notice, information and consultation obligations); and calculating redundancy pay. It also covers data protection issues; customer remedies and protections; contracting parties' remedies; dispute resolution; and the tax issues arising on an outsourcing. To compare answers across multiple jurisdictions, visit the Outsourcing Country Q&A tool. This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcing-mjg.

Benchmarking continues to be an emotive and, at times, difficult issue for customer and supplier in the outsourcing process, both during contract negotiations and when it comes to implementation. This article identifies the key issues and concerns that should be considered and addressed in the benchmark terms of the outsourcing contract, and suggests approaches that can be taken to achieve a more realistic and balanced benchmark process. This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcing-mjg.

Due to its financial attractiveness, people skills and availability and business environment, India is the most popular destination for the provision of offshore information technology outsourcing (ITO), business process outsourcing (BPO) and voice-based outsourcing services. Because of India's pre-eminence as an offshoring destination, this article examines India as an outsourcing hub in ITO, BPO and voice-based services, covering: India's offshore outsourcing advantage. Risks and possible disadvantages of outsourcing to India. This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcing-mjg.

A Q&A guide to outsourcing in Australia. This Q&A guide gives a high-level overview of legal and regulatory requirements on different types of outsourcing; commonly used legal structures; procurement processes; and formalities required for transferring or leasing assets. The article also contains a guide to transferring employees; structuring employee arrangements (including any notice, information and consultation obligations); and calculating redundancy pay. It also covers data protection issues; customer remedies and protections; and the tax issues arising on an outsourcing. To compare answers across multiple jurisdictions, visit the Outsourcing Country Q&A tool. This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcing-mjg.

A Q&A guide to outsourcing in Brazil. This Q&A guide gives a high-level overview of legal and regulatory requirements on different types of outsourcing; commonly used legal structures; procurement processes; and formalities required for transferring or leasing assets. The article also contains a guide to transferring employees; structuring employee arrangements (including any notice, information and consultation obligations); and calculating redundancy pay. It also covers data protection issues; customer remedies and protections; and the tax issues arising on an outsourcing. To compare answers across multiple jurisdictions, visit the Outsourcing Country Q&A tool. This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcing-mjg.

A Q&A guide to outsourcing in China. This Q&A guide gives a high-level overview of legal and regulatory requirements on different types of outsourcing; commonly used legal structures; procurement processes; and formalities required for transferring or leasing assets. The article also contains a guide to transferring employees; structuring employee arrangements (including any notice, information and consultation obligations); and calculating redundancy pay. It also covers data protection issues; customer remedies and protections; and the tax issues arising on an outsourcing. To compare answers across multiple jurisdictions, visit the Outsourcing Country Q&A tool. This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcing-mjg.

A Q&A guide to outsourcing in France. This Q&A guide gives a high-level overview of legal and regulatory requirements on different types of outsourcing; commonly used legal structures; procurement processes; and formalities required for transferring or leasing assets. The article also contains a guide to transferring employees; structuring employee arrangements (including any notice, information and consultation obligations); and calculating redundancy pay. It also covers data protection issues; customer remedies and protections; and the tax issues arising on an outsourcing. To compare answers across multiple jurisdictions, visit the Outsourcing Country Q&A tool. This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcingmjg.

A Q&A guide to outsourcing in India. This Q&A guide gives a high-level overview of legal and regulatory requirements on different types of outsourcing; commonly used legal structures; procurement processes; and formalities required for transferring or leasing assets. The article also contains a guide to transferring employees; structuring employee arrangements (including any notice, information and consultation obligations); and calculating redundancy pay. It also covers data protection issues; customer remedies and protections; and the tax issues arising on an outsourcing. To compare answers across multiple jurisdictions, visit the Outsourcing Country Q&A tool. This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcing-mjg.

A Q&A guide to outsourcing in Japan. This Q&A guide gives a high-level overview of legal and regulatory requirements on different types of outsourcing; commonly used legal structures; procurement processes; and formalities required for transferring or leasing assets. The article also contains a guide to transferring employees; structuring employee arrangements (including any notice, information and consultation obligations); and calculating redundancy pay. It also covers data protection issues; customer remedies and protections; and the tax issues arising on an outsourcing. To compare answers across multiple jurisdictions, visit the Outsourcing Country Q&A tool. This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcing-mjg.

A Q&A guide to outsourcing in the Russian Federation. This Q&A guide gives a high-level overview of legal and regulatory requirements on different types of outsourcing; commonly used legal structures; procurement processes; and formalities required for transferring or leasing assets. The article also contains a guide to transferring employees; structuring employee arrangements (including any notice, information and consultation obligations); and calculating redundancy pay. It also covers data protection issues; customer remedies and protections; and the tax issues arising on an outsourcing. To compare answers across multiple jurisdictions, visit the Outsourcing Country Q&A tool. This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcing-mjg.

A Q&A guide to outsourcing in Turkey. This Q&A guide gives a high-level overview of legal and regulatory requirements on different types of outsourcing; commonly used legal structures; procurement processes; and formalities required for transferring or leasing assets. The article also contains a guide to transferring employees; structuring employee arrangements (including any notice, information and consultation obligations); and calculating redundancy pay. It also covers data protection issues; customer remedies and protections; and the tax issues arising on an outsourcing. To compare answers across multiple jurisdictions, visit the Outsourcing Country Q&A tool. This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcing-mjg.

This article explores the effects of outsourcing on the ownership of the principal categories of risk which may be retained or created (often inadvertently) in entering into an outsourcing transaction and which need to be considered alongside the headline transfer of risk to the supplier. It also looks at some potential mitigating steps which can be taken in relation to fine tuning the risk transfer. This article is part of the PLC multi-jurisdictional guide to outsourcing. For a full list of contents, please visit www.practicallaw.com/outsourcing-mjg.