Law Seminars International Presents

A Comprehensive Two Day Conference on

Technology Outsourcing in the Financial Services Industry

June 10 & 11, 2004
Holiday Inn Select Stamford - Downtown in Stamford, CT
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Who Should Order Homestudy

Lawyers and industry executives working for financial services companies and outsourcing companies

Why Order

"Technology outsourcing for the financial services industry has quickly become accepted practice for expanding business opportunities and profits. Companies want to reduce costs while increasing profitability. Developing a sophisticated outsourcing model to achieve these goals is a must! From the contract to relationship planning, and software licensing and security to exit strategies, this program will be of special interest to in-house counsel, CFO’s, CIO’s and anyone involved in evaluating, implementing and managing outsourcing relationships." ~ Program Co-Cairs: William E. Bandon, III, Esq. and Stephe D. Kahn, Esq.

What You Will Learn

A client’s perspective on managing outsourcing projects, Building blocks for effective agreements, Schedules as the heart of the agreement, Getting into or out of a relationship, Software licensing issues, Regulatory requirements, Ownership of financial information; tax and accounting issues, Offshore and multi-national outsourcing companies

What Attendees Said

"Speakers were focused and gave real-life examples that were useful." "Important concepts covered." 'Pairing Hansen and Allen was phenomenal."

Agenda

Thursday, June 10, 2004
8:30 am Introduction and Overview
  William E. Bandon, III, Esq., Program Co-Chair
 Wiggin & Dana LLP / Stamford, CT
  Stephen D. Kahn, Esq., Program Co-Chair
 Weil, Gotshal & Manges LLP / New York, NY
8:45 am An Overview of Outsourcing Trends in the Financial Services Industry
  John K. Halvey, Esq
 Milbank, Tweed, Hadley & McCloy LLP / New York, NY
9:30 am A Client’s Perspective on Outsourcing and the Management of Outsourcing Projects
  Criteria for deciding whether to outsource; structuring the RFP and grading responses; tips for managing the components and personnel
  Laszlo I. Kopits, Esq., Vice President and Principal Legal Counsel for Business Support
 Reuters America LLC / New York, NY
10:15 am Break
10:30 am Building Blocks for Effective Agreements
  Building the contracts around your business objectives: the sourcing relationship as reflected in a services agreement, development agreement, licensing agreement, communications access agreement, or a combination thereof; when and how
  William E. Bandon, III, Esq., Program Co-Chair
 Wiggin & Dana LLP / Stamford, CT
11:15 am The Schedules as the Heart of the Agreement
  Specifying service levels, operational schedules, asset transition schedules, and other elements of the exhibit
  Alexander P. Woollcott, Esq.
 Kilpatrick Stockton LLP / Atlanta, GA
12:15 pm Lunch (on your own)
1:30 pm Establishing the Relationship: The "How Much" and "How Long" of the Agreement
  Buyer perspective on fitting the contract term to the business objective; typical pricing frameworks; rights to withhold disputed amounts; incentives and gain sharing; liability issues
  Edward J. Hansen, Esq.
 Shaw Pittman LLP / New York, NY
  Vendor perspective
  Vanessa L. Allen, Esq.
 Digex, Inc. / Laurel, MD
2:30 pm Getting into the Relationship: Planning for a Smooth Transition
  Transition and migration plans; transfers of employees and contractors; termination assistance; recruitment of dedicated staff
  Beverly W. Garofalo, Esq.
 Brown Raysman Millstein Felder & Steiner LLP / Hartford, CT
3:15 pm Break
3:30 pm Software and Other Intellectual Property as a Core Element of the Agreement
  Software licensing issues: License transfers; required consents; use of third party and proprietary systems during and after the term; new developments; licensing issues; tips for evaluating the benefits and risks of open source code
  William A. Tanenbaum, Esq.
 Kaye Scholer LLP / New York, NY
  Other IP Issues
  Stephen D. Kahn, Esq., Program Co-Chair
 Weil, Gotshal & Manges LLP / New York, NY
  Mitchell S. Bompey, Esq., Executive Director
 Morgan Stanley / New York, NY
5:30 pm Reception
  Sponsored by Weil, Gotshal & Manges LLP Wiggin & Dana LLP

Friday, June 11, 2004
8:30 am Ensuring Compliance for Privacy, Information Security, and other Regulatory Requirements for Financial Services Outsourcing
  Perspectives on finding the right internal processes for dealing with GLB, HIPAA, and other regulatory requirements
  Matthew L. Friedman, Esq., General Counsel
 UnitedHealth Consumer and Financial Services / Hartford, CT
  Joseph Steffan, Esq., Vice President and Counsel
 Lehman Brothers Inc. / New York, NY
  Compliance responsibilities and liability for compliance failures: What do you need in your contract?
  Lisa J. Sotto, Esq.
 Hunton & Williams LLP / New York, NY
10:00 am Break
10:15 am Ownership of Financial Information
  A financial service company’s perspective on ownership and use of financial information by outsourcers in outsourcing relationships
  Jonathan S. Mothner, Esq., Litigation Counsel
 GE Consumer Finance / Stamford, CT
  C. Timothy Spainhour, Esq., Legal Compliance Leader
 Acxiom Corporation / Little Rock, AR
11:15 am Tax and Accounting Considerations
  How taxes can shape the scope and structure of outsourcing; key tax strategies for outsourcing; the enterprise customer’s needs and the service provider’s commitments around the design, implementation and modification of processes
  William B. Bierce, Esq.
 Bierce & Kenerson P.C. / New York, NY
12:00 pm Lunch (on your own)
1:15 pm Getting Out of the Relationship
  Planning tips and contract terms for a graceful parting of the ways at the end of the relationship
  Jeffrey D. Osterman, Esq.
 Weil, Gotshal & Manges LLP / New York, NY
1:45 pm Special Issues in Offshore and Multi-National Outsourcing
  Privacy and other requirements in the EU
  Graham Defries, Esq.
 Weil, Gotshal & Manges LLP / London, England
  Privacy and Intellectual Property protection in vendor countries (including India)
  J. Ross Docksey, Esq.
 Sonnenschein Nath & Rosenthal LLP / Chicago, IL
2:45 pm Break
3:00 pm Contingency Planning (Just in Case the Project Doesn’t Work Out)
  Officer and Director Liability when Outsourcing Projects Fail
  Richard D. Harris, Esq.
 Day, Berry & Howard LLP / Hartford, CT
  Using insurance in outsourcing; types of risks that are appropriate for insurance; hazards which are uninsurable or increase the premiums; types of insurance (E&O, specialized systems insurance, fidelity bonds, D&O, and EPLI) and how they are used
  Jenevra Georgini, Esq., Assistant General Counsel
 American International Group, Inc. / New York, NY
3:30 pm
  Practical tips for disaster recovery and business continuity plans
  Richard L. Green, Esq.
 Wiggin & Dana LLP / New Haven, CT
5:00 pm Adjourn

Cancellation

There is a $25 cancellation fee for Course Materials orders and $50 for Homestudy orders

Continuing Education Credits

Law Seminars International self-certifies CLE credits for Washington, California, and Alaska. For other locations, we automatically seek CLE credit approval for the state in which a seminar is held. On request, we will apply for credits from other bar associations or the accrediting bodies for other professions. The current credits status for this program is CT CLE 13.75 | AR CLE13.75 (COM14554) | CA MCLE 14 | NY CLE 16.5 (0 ethics, nontransitional) | WA CLE 13.75 (#120141)

Cost

Our complete Homestudy Course, consisting of a VHS or DVD recording and the written course materials, is available for $1005. The course materials alone are available for $100. We will ship your homestudy order via UPS ground within two weeks after the seminar or the date we receive payment (which ever is later).
Order Homestudy

Faculty Bios

William E. Bandon, III is a partner at Wiggin & Dana LLP where his practice centers on information technology law, counseling clients and negotiating transactions, including software, hardware and emerging technology licensing, development and regulation.

Stephen D. Kahn is a partner at Weil, Gotshal & Manges LLP. His practice focuses on patent litigation and other areas of intellectual property law including the litigation of trade secret, copyright and trademark disputes and extensive counseling/transactional matters. Recently he has been involved in new areas of patent law, focusing on patents involving financial services products and systems.

Vanessa L. Allen is Vice President and Deputy General Counsel for Digex, Inc. providing IT outsourcing and managed hosting services to corporate clients. Prior to joining Digex, she worked for MCI Telecommunications Corporation in the Network and Facilities legal department handling telecommunications and wireless transactions.

William B. Bierce of Bierce & Kenerson, P.C. provides legal advisory and transactional support to clients in business, technology and finance. Responding to the global market in services of all kinds, his firm has developed a unique unifying concept called “infrastructure services law”, enabling them to deliver unusual strategic value.

Mitchell Bompey is Executive Director at Morgan Stanley. Mr. Bompey’s practice focuses on technology, intellectual property and e-commerce.

Graham Defries is a partner at Weil, Gotshal & Manages LLP where he specializes in providing transactional and counseling advice to clients in the telecommunications, e-commerce and information technology sectors. His clients include technology companies raising capital and investors providing finance to major corporates exploiting technology through joint ventures and strategic alliances.

J. Ross Docksey is a partner with Sonnenschein Nath & Rosenthal LLP. His practice focuses on corporate transactions, including mergers and acquisitions, the creation of strategic alliances, the outsourcing of key business functions, and technology contracting. Mr. Docksey also serves as general counsel or principal outside corporate counsel for a number of closely held corporations.

Mathew L. Friedman is General Counsel of UnitedHealth Consumer and Financial Services, a division of UnitedHealth Group, Inc. formed in 2003 to derive solutions for consumer-driven health care and employee benefit products, such as Health Savings and Reimbursement Accounts, and Flexible Savings Accounts.

Beverly W. Garofalo is a partner at Brown Raysman Millstein Felder & Steiner LLP where she practices employment law on behalf of management. She regularly counsels employers on a wide range of employment issues, including sexual harassment; discrimination; accommodating disabled employees; e-mail and internet policies; mergers and acquisitions; and outsourcing

Jenevra Georgini is Assistant General Counsel at American International Group, Inc., where she heads the e-Commerce Practice Group within the Corporate Legal Department. Ms. Georgini represents domestic and international companies in negotiating technology agreements and resolving regulatory compliance issues

Richard L. Green joined Wiggin & Dana LLP’s Business Practice Department and Intellectual Property Group in his return to private practice after serving as chief inside counsel for the North American operations of a publicly traded U.K.-based global software vendor. Mr. Green’s experience concentrates on legal and strategic considerations of developing, procuring, protecting and licensing technology products and businesses and their related intellectual properties.

John K. Halvey is a partner at Milbank, Tweed, Hadley & McCloy LLP and the founder of the Technology Finance & Outsourcing Group. Mr. Halvey’s practice focuses on information technology and business process outsourcing and venture capital transactions. His work also includes telecommunications, electronic commerce, venture capital, technology joint ventures, strategic alliances, software licensing and technology acquisitions and financing.

Edward J. Hansen is a partner at Shaw Pittman LLP where his practice is devoted solely to representing clients in technology transactions, with an emphasis in representing users of technology. Mr. Hansen’s practice includes negotiating system acquisitions, telecommunications service agreements, outsourcing agreements, custom software development, software distribution agreements, professional services agreements and Internet-related matters.

Richard D. Harris is a partner at Day, Berry & Howard LLP and the chair of the Technology and IP Business Law practice group. His practice includes structuring, negotiating and documenting the acquisition, disposition and recapitalization of technology-related business enterprises and assisting clients in the implementation of a broad range of strategic outsourcing arrangements.

Laszlo I. Kopits is Vice President and Principal Legal Counsel for Business Support at Reuters America LLC, the U.S. subsidiary of Reuters Limited. Mr. Kopits is a leader of the legal function responsible for commercial transactions, including information and software development, licensing and consulting agreements (both as vendor and as client), hosting and outsourcing arrangements, and sourcing agreements.

Jonathan S. Mothner is Litigation Counsel at GE Consumer Finance. Previously, Mr. Mothner was a federal prosecutor with the U.S. Attorney’s Office in the Eastern District of New York where he specialized in the investigation and prosecution of financial crimes, including securities fraud, money laundering and bank fraud.

Lisa J. Sotto is a partner at Hunton & Williams LLP where her practice focuses on privacy and information management issues. Ms. Sotto assists clients in identifying, evaluating and managing risks associated with privacy and information security practices of companies and third parties, and conducts all phases of privacy assessments and information security audits.

C. Timothy Spainhour is the Legal Compliance Leader at Acxiom Corporation. Mr. Spainhour’s role focuses on issues concerning the Fair Credit Reporting Act, the Gramm-Leach-Bliley Act, the USA PATRIOT Act and other consumer privacy legislation. He also designs products and processes that address business needs in a compliant manner.

Joseph Steffan is Vice President and Counsel for Lehman Brothers Inc., in the Office of Chief Counsel for Global Compliance. Mr. Steffan advises the firm on technology and intellectual property matters relating to its regulatory and compliance obligations, as well as technology-related legal and operational risk issues.

William A. Tanenbaum is a partner at Kaye Scholer LLP and is the International Chair of the Technology, Intellectual Property & Outsourcing Group. His practice focuses on technology transactions, intellectual property protection and IP and technology litigation, with a particular emphasis on software licensing, outsourcing, privacy and data protection, and establishing IT and IP infrastructures in China.