Outsourcing Services

• Project management – project management of process from early-stage strategic decision right through to contract execution and beyond; 
• Selection of supplier –  drafting of Request for Proposal (RFP) or Invitation to Tender (ITT), including legal terms & conditions & review/analysis of responses; negotiating Memorandum of Understanding (MOU);
• Procurement / tendering process –  advice on procurement documentation and process, assistance in completing tender documentation; drafting (or review) of Best and Final Offer (BAFO);
• Due diligence – conducting legal / contractual due diligence of customer or service provider and managing the due diligence process for the client;
• Negotiation of Outsourcing Contract – leading negotiation of Outsourcing Contract and all related schedules, including key issues such as defining KPIs & Service Levels;  charging mechanisms, cost controls & benchmarking; regulatory compliance; managing IPR & confidential information;   knowledge transfer; change control; data protection; warranties & liability limitations; risk management such as business continuity & disaster recovery;  termination and exit management
• Negotiation of transfer agreements – leading negotiation of key sale or structural agreements such as the business transfer agreement; joint venture agreement or share sale agreement & ancillary documentation such as IPR assignments;  property licences etc  & advice on key related issues;
• Employment & industrial relations strategies –  strategic advice on transfer of undertaking & redundancy issues; advice & liaison with HR Directors in respect of industrial relations strategies;  advice on pensions issues relating to transferring employees; drafting of employment & pensions documentation;
• Taxation – advice in respect of all Irish taxation issues, including VAT issues relating to provision of services by service provider & relevant exemptions;  stamp duty, Capital Gains Tax (CGT) & other related VAT issues in respect of asset transfer; transfer pricing; engaging and/or liaising with tax advisers in other jurisdictions in respect of non-Irish tax issues;Financial services & other regulatory issues – advice on regulatory compliance (including under MiFiD) in respect of financial services outsourcing & outsourcing in other regulated sectors; advice in respect of competition and merger issues; liaising with applicable regulatory bodies;
• Relationship management / dispute resolution – post-execution review meetings with client and service provider teams; ongoing training in areas such as compliance & data protection; informal dispute resolution services / strategic advice & assistance in respect of formal dispute resolution mechanisms;
• Re-negotiation of Outsourcing Contract or transition to 2nd Generation provider – leading re-negotiations required to update charging and cost control provisions or at end contract term & providing strategic advice; advising in relation to exit of 1st generation provider & transition to 2nd generation provider & negotiating agreements/project managing process for 2nd generation provider. 

• What we've done