This session will focus on key issues that may arise out of the contracting process and certain terms of the agreements entered into by corporate entities, with IT or data-related service providers. An evaluation of current approaches to data protection impact assessment and breach management, and appropriate service level agreements will be made.
A practical review of the relevant laws, business and risk considerations, and an evaluation of standard outsourcing due diligence method, will be provided.
Standard checklists and template clauses (relating to the following terms) will be evaluated.
1. Concise definitions of the subject matter, and specific rights and obligations of each party
2. Specific definitions of intellectual property and ownership rights
3. Scope of the exclusivity commitment
4. Clear duration of the term and renewals
5. Clear and reasonable payment terms
6. Adequate representations and warranties, in particular, fit for purpose and ‘as is’ representations
7. Appropriate operational issues, such as acceptance test, maintenance and service
8. Adequate audit and operational rights
9. Calibrated limitation of liabilities and indemnities
10. Permitted assignment and transfer rights
11. Specific termination rights
12. Clear and reasonable territorial coverage
Participants are expected to (a) respond to a questionnaire two business days prior to the session’s commencement; and (b) proactively engage in interactive discussions which may involve a mock negotiation scenario. All materials will be made available via powerpoint and/or Google Drive.
Click here for brochure.