IT Outsourcing Contracts: A Legal and Practical Guide

Table of Contents

1. Copyright
2. Foreword
3. Preface
4. About the Author
5. Acknowledgements
6. Introduction
7. 1. Why do Organisations Consider IT Outsourcing?
   1. Choosing to outsource your IT
   2. Advantages of IT outsourcing
      1. Cost savings
      2. Ensuring a better service
      3. Engaging an IT supplier
   3. Disadvantages of IT outsourcing
      1. Lower cost savings than anticipated
         1. Deal costs
         2. Staff costs
         3. Premises
         4. Redundant IT equipment
         5. Cancelling existing contracts
         6. Regulation
         7. Contract management
         8. Public relations
         9. Additional purchases
         10. Hidden costs
   4. Summary
8. 2. How to Choose an IT Outsourcing Supplier
   1. A typical selection process
   2. Potential dispute areas
   3. Mistakes to avoid when selecting your IT supplier
      1. Size of IT supplier
   4. Public sector process
   5. Getting pricing right
      1. Payment in arrears
      2. Most favoured nation clauses
      3. Breakdown of costs
      4. Reducing IT services
      5. Benchmarking
      6. Open-book accounting from the IT supplier
   6. Negotiating price and payment terms
   7. Making the right choice of IT supplier – other selection criteria
   8. Summary
9. 3. Agreeing Points of Principle
   1. Why agreeing key terms matters
   2. Not all IT suppliers like key terms
   3. How can you remain in control?
   4. Summary
10. 4. Key Clauses: Deal Breakers, Options and Workarounds
    1. Deal breaker one: Price
       1. Avoiding the price deal breaker
    2. Deal breaker two: Term and termination
       1. Material breach
       2. Insolvency
       3. Terminating the contract: Different perspectives
          1. The IT supplier’s position
          2. The customer’s position
       4. Terminating a contract ‘at will’
       5. Renewal
    3. Deal breaker three: Exclusions and limitations of liability
       1. Capping liability
       2. What the cap can/cannot cover
       3. Case law about capping liability
    4. Deal breaker four: Intellectual property
    5. Summary
11. 5. Agreeing the IT Outsourcing Contract
    1. Putting an IT outsourcing contract in place
       1. Timetable
       2. Roles
    2. The importance of good communications
    3. Cost
    4. Other legal issues
       1. Escrow arrangements
       2. Employment law
       3. Data protection and data issues
    5. Step in rights
    6. Offshoring abroad
       1. Specialist IT outsourcing lawyers
    7. Summary
12. 6. Managing the Relationship: Typical Problems and Solutions
    1. Making changes to your IT outsourcing contract
    2. Service standards and service level agreements
       1. Key issues to consider when developing your service level agreement
    3. Summary
13. 7. Ending the IT Outsourcing Relationship
    1. Termination
    2. A good ending
    3. Summary
14. 8. Conclusions and Key Learning Points
15. ITG Resources
    1. Other Websites
    2. Pocket Guides
    3. Toolkits
    4. Best Practice Reports
    5. Training and Consultancy
    6. Newsletter