TECHNOLOGY, OUTSOURCING, AND COMMERCIAL TRANSACTIONS
NEWS FOR LAWYERS AND SOURCING PROFESSIONALS

The United States and the United Kingdom entered into the world’s first ever Clarifying Lawful Overseas Use of Data Act (CLOUD Act) agreement on October 3, 2019 (the Agreement). The Agreement, which will enter into force later this year after review by lawmakers in both countries, allows each country’s law enforcement agencies to demand, with proper authorization, electronic data regarding serious crime (defined in Article 1 of the Agreement as an offense punishable by a maximum term of imprisonment of at least three years) directly from technology companies based in the other country.

Please join us for our first webinar of the year where Morgan Lewis partner Barbara Melby will discuss the top trends that will impact the outsourcing market in 2020. Topics will include:

  • Forecasts of where the outsourcing market is going
  • Outsourcing as a way to disrupt business operations
  • The impact of cloud, automation, and AI on outsourcing transactions
  • A look at the “Partner Ecosystem”
  • Focus on customer experience and outcomes

The webinar will take place on Wednesday, January 15, 2020, from 12:00 to 1:00 pm (Eastern Time). Register for the webinar.

Morgan Lewis partners Mike Pierides and Simon Lightman, in our technology, outsourcing, and commercial transactions practice, and Louise Skinner and Lee Harding, in our labor and employment practice, will be presenting "Ahead in the Cloud: Outsourcing and the Fourth Industrial Revolution" at the 2019 Strategic Sourcing Symposium on November 18.

They will discuss the challenges of workplace disruption arising from the insourcing or outsourcing of talent, and how businesses can ensure that their employer standards are not compromised by such outsourcing. Specific discussion topics will include the following:

  • How technology developments are changing the world of work
  • The multigenerational workplace
  • The rise of automation
  • The availability of remote working

The presentation is part of a daylong event in London that will include presentations from leading academics, business professionals, and legal practitioners in the technology industry. To register, visit the Global Sourcing Association event page.

Partner Barbara Melby, the leader of our technology, outsourcing, and commercial transactions practice, will be presenting “Intellectual Property Issues in Outsourcing” at Practising Law Institute’s (PLI’s) upcoming Outsourcing 2019: Innovation and Disruption program in New York. Barbara’s one-hour presentation will take place on Thursday, October 31 at 1:15 pm ET. She will discuss intellectual property (IP) issues in outsourcing, including the following topics:

  • Recognizing and avoiding common IP pitfalls
  • Copyright, patent, and trade secret issues from vendors’ and customers’ perspectives
  • IP representations, warranties, and indemnities in outsourcing transactions
  • Open source considerations
  • IP issues in cloud deals

We found interesting a recent Forbes article by Cody McLain that discussed the top trends to watch in the business process outsourcing (BPO) industry. The article highlighted the following four trends for 2019.

1. Increase in Process Automation

As artificial intelligence (AI) expands to nearly every aspect of our lives, the BPO industry is also impacted and must adapt to the AI revolution. The article estimates that nearly 40% of American jobs could be lost to automation by the 2030s. While BPO companies often thrive in completing manual tasks outsourced by their clients, if AI software were able to do those same services at a fraction of the cost, then BPO companies would lose as their clients choose the more cost-effective solution. The article suggests that BPO companies should adapt to the use of AI and switch their services to work alongside AI (such as managing and maintaining AI) to stay competitive.

Join Morgan Lewis at our Philadelphia office on April 11 for a discussion on hot topics impacting services contracts in the digital economy. Morgan Lewis labor and employment partner Sarah Bouchard, litigation partner Greg Parks, together with technology, outsourcing, and commercial contracts partners Barbara Melby and Michael Pillion, and associates Christopher Archer and Katherine O’Keefe will speak at the event.

Topics will include:

  • Ethical considerations for lawyers working in a digital world
  • Common issues to consider when using vendor cloud agreements
  • Industry updates
  • Contracting for automation solutions

A networking reception will follow the discussions. We hope you can join us!

Register here.

Morgan Lewis partner Peter Watt-Morse (Pittsburgh) and associate Eric Pennesi (Pittsburgh) will be participating in the Pennsylvania Bar Institute’s 2019 Cyberlaw Update, which will address trending topics, including blockchain and cryptocurrency and security and privacy concerns related to social media, in addition to GDPR.

Topics to be discussed include:

  • Social Media Ethics – Its Use and Impact on the Practice of Law
  • IP in the Age of Cloud Computing and Artificial Intelligence
  • Responding to Data Breaches – Legal Update and Practical Counsel

The event will be hosted at the PBI Professional Development Center (Heinz 57 Center, 339 Sixth Avenue, 7th Floor, Pittsburgh PA, 15222) on Tuesday, April 30 from 9:00 am to 4:00 pm.

Register for Event

Towards the end of 2018 we ran a series of Contract Corner blog posts on the GDPR and Data Processing Addendums. (See here and here.) December brought detailed guidance from the UK Information Commission’s Office (ICO) on contracts and GDPR compliance (the New Guidance), which replaces draft guidance previously issued as part of a consultation by the ICO in 2017 (the Draft Guidance).

As 2018 comes to a close, we have once again compiled all the links to our Contract Corner blog posts, a regular feature of Tech & Sourcing @ Morgan Lewis. In these posts, members of our global technology, outsourcing, and commercial transactions practice highlight particular contract provisions, review the issues, and propose negotiating and drafting tips. If you don’t see a topic you are interested in below, please let us know, and we may feature it in a future Contract Corner.

In Part 1 of this series, we looked at the prevalence of standalone data processing addendums (DPAs) as a means to comply with rules on engaging third-party outsourcers under the EU General Data Protection Regulation (GDPR). In particular, we focused on the risks associated with “one size fits all” precedence clauses. In this Part 2, we take a detailed look at some of the commercial issues arising from DPAs, the GDPR’s mandated contract requirements.

What’s the Issue?

Article 28 of the GDPR includes a set of mandated data processing clauses that are broader in scope than the contract requirements under previous EU data protection laws. In addition, despite the GDPR having been in force for more than six months now, it is still uncertain how regulators will interpret and enforce Article 28.

As a result, parties to outsourcing agreements can find themselves in protracted discussions around which party bears the cost of implementing Article 28. Below are some key areas of focus in the context of outsourcing agreements.