Global Outsourcing: Structuring the Long-Term Contract

Strategies to Maintain Leverage, Allocate Risk and Manage the Service Provider Relationship

Recording of a 90-minute CLE webinar with Q&A

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Conducted on Thursday, April 21, 2011

Recorded event now available

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Course Materials

This CLE course will prepare counsel to companies operating nationally and internationally to structure effective outsourcing agreements that ensure adequate flexibility and control, provide the means to manage future change, and allocate liability and risk.


Companies operating nationally and internationally often use outsourcing in business operations. To ensure the business is protected, counsel must develop an agreement that anticipates potential areas of dispute and provides the flexibility to accommodate future change.

Counsel must also craft provisions in the outsourcing agreement that maintain competitive leverage, offer an effective mechanism to manage the outsourcing relationship — particularly where multi-sourcing is involved, and allocate liabilities and risk.

Contract protections should also be included that ensure service performance, manage service quality, and establish exit rights.

Listen as our authoritative panel examines the framework for an effective outsourcing agreement, including key contract provisions and outlines key considerations and strategies for structuring the long-term outsourcing agreement.



  1. Framework structure
    1. Legal framework
    2. Terms and exhibits
    3. Menu of options
    4. Supplement
  2. Challenges in outsourcing agreements
    1. Data flow — privacy and data protection
    2. IP issues
    3. Getting out of an outsourcing contract
    4. Ethical issues
  3. Strategies for structuring the long-term outsourcing agreement
    1. Managing future change
    2. Retaining leverage
    3. Managing service quality
    4. Price protections
    5. Allocating liability and risk
    6. Exit strategy


The panel will review these and other key questions:

  • What key contract provisions must be considered when negotiating an outsourcing agreement?
  • What are the unique challenges presented by national and international business operations that impact the structure of the outsourcing agreement?
  • What strategies should be employed when structuring a long-term outsourcing agreement?

Following the speaker presentations, you'll have an opportunity to get answers to your specific questions during the interactive Q&A.


Daniel A. Masur
Daniel A. Masur

Mayer Brown

He represents national and international clients in a broad range of on-shore, near-shore, and offshore information...  |  Read More

Paul J. N. Roy
Paul J. N. Roy

Mayer Brown

Mr. Roy represents national and international firms in business and technology sourcing transactions, including the...  |  Read More

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