When drafting and negotiating technology-related contracts, the typical strategy is for vendors and suppliers to present standard pro-vendor form contracts, and for customers to rewrite them for pro-customer needs or to use pro-customer form contracts of their own. But these strategies are not always in the best interests of either party. In this two-part series especially for in-house and outside counsel involved in drafting and negotiating, on behalf of their companies and clients, technology-related contracts, Aaron Tantleff of Foley & Larder LLP provides explanations for typical provisions; strategies for negotiations; tips for avoiding common mistakes and road bumps in the negotiation process; and ways to best resolve some typical disputes.
Part I (August 28, 2013 program date) covers:
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Overview
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Key Contract Provisions
1. Business Case
2. Parties
3. Vendor personnel
4. Project management
5. Specifications
6. License grant
7. License fees
8. Acceptance testing
9. Intellectual property
10. Warranties
11. Indemnities
12. Limitation of liability
Part II (September 24, 2013 program date) covers:
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Key Contract Provisions Continued
13. Support
14. Confidentiality
15. Assignment
16. Payment
17. Knowledge transfer
18. Service levels
19. Audit rights
20. Term
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Statements of Work
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Information Security
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Open Source Software
Aaron K. Tantleff, Esq. is senior counsel with Foley & Lardner LLP and a member of its Information Technology & Outsourcing Practice, its Privacy, Security and Information Management Practice and the Energy, Health Care and Life Sciences Industry Teams. His practice includes information technology, outsourcing, licensing, transactional intellectual property, e-commerce, development, manufacturing, supply, and distribution agreements, as well as product acquisitions, strategic alliances, mergers and acquisitions, and private equity investments where technology and intellectual property are of significant importance and value. Mr. Tantleff, who frequently speaks and writes on such topics (for more, see http://www.foley.com/aaron-k-tantleff/), is also an adjunct professor of law at Loyola University Chicago School of Law, and has been selected for inclusion in the 2013 Illinois Super Lawyers Rising Stars list, an honor given to the top 2.5% of Illinois lawyers under the age of 40.
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