Technology procurement
In today’s world, it is hard to imagine a business that doesn’t use technology. Technology procurement can be complicated, so you need legal advice you can trust.
Our team are experts in advising on the technology procurement process. Whether you are creating a fully integrated e-commerce platform or outsourcing your entire information technology function, you can rely on us to draft the necessary documentation and negotiate with third parties in an efficient and professional manner.
How we can help
We are adept at navigating the Internet’s convoluted regulatory framework and we feel at home getting into the technical and legal complexities of a wide range of technology deals from strategic procurements to major outsourcing deals. As specialist information technology lawyers we understand the real issues businesses face today – problems like data protection and storage, business continuity and information security are our business.
We make it our job to understand your technology and as genuine specialists in the sector this will not require hours of training from you. We will help you to ensure you comply with applicable regulations and where we offer advice, it will be uncomplicated and jargon-free.
Talk to our technology procurement lawyers about:
- Software development
- SAAS/Cloud computing
- Outsourcing
- System procurement
- Software maintenance
- Disaster recovery
- Information security
- Data protection
- E-commerce
- ISP/hosting arrangements
- Research and development
- Manufacturing
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Frequently asked questions
- What is the issue or requirement the software is trying to address?
- Does it fulfil a business critical function?
- What are the consequences if there was significant downtime or functionality was lost.
- Does it need to integrate with, or work alongside, existing databases or other systems? What happens if those systems change?
- Do you see yourself as being bound to one supplier, or would you want to be able to develop and maintain the software in-house, or with a different supplier?
- Will the software be; hosted on your own premises, hosted by your supplier or hosted by a separate hosting provider?
- What, if any, level of customisation is needed?
- What are your requirements?
- When do you need your new software to go-live? Will you have to compromise on, or delay, functionality?
- What level of support do you anticipate requiring?
- Think through all of your potential costs, these can include: termination costs for your existing system, initial build, training fees, licence fees, support fees, legal spend and future development.
- Your new solution needs to be adaptable. Consider what changes you would have to make if your other systems change, you move locations, you recruit more staff or the market changes.
- Ensure that you have clearly identified what your business needs and constraints are
- Identify potential vendors and products which may be suitable for your needs.
- If the software you need will be business critical or won’t be “off-the-shelf” consider engaging a specialist consultant to help you understand what you need and what is out there.
- Carry out company checks, financial checks and look at product reviews.
- Speak to other customers who have used the vendor / product to understand their experiences.
- Consider cyber security risks. This may involve: checking whether the vendor holds any certifications; performing penetration testing; carrying out site visits to assess physical security; and requiring the vendor to complete a security questionnaire.
- If you are buying a bespoke software, ensure you understand the vendors development process.
- Ensure you ask potential vendors for details of their insurance cover.
- If it is a big project you may wish to consider a tender type process.
- Acknowledgement, response and fix - the three core elements to a support contract. You want the supplier to acknowledge your support request quickly, provide a full response so you understand what they are doing to fix the issue and, most importantly, you want them to fix the problem.
- Fix or target resolution - As a customer, you will ideally want a guaranteed fix time for any reported faults.
- SLAs - The contract should clearly define timescales for all of the supplier’s actions.
- First line / Second line / Third line support - Increasingly, businesses have their own in house IT support teams. This means that they may only require support from suppliers for more complex problems. The expressions first line, second line and third line support have been coined to explain the difference between these levels of support.
- Global users - If you have offices outside of the UK, another important factor may be whether the support and maintenance services are available in other languages to ensure that your user base is adequately supported.
- Exclusions - Support and maintenance contracts often contain a long list of exclusions. As a customer it will be important for you to review those exclusions and consider whether they are reasonable.
- New releases, versions and upgrades - In addition to dealing with error resolution, support and maintenance contracts should also address issues connected with changes to the SaaS application or the supported software.
- Duration and renewal - It is important for both the customer and the supplier that there is no uncertainty in relation to the extent of the obligations on each party. The duration of the contract will be important to both parties.
- Termination and escrow - Trigger events for termination should be clearly defined in the contract and it should be considered whether failure to maintain software in accordance with the maintenance contract could potentially trigger the release from escrow of source code to the software.
- Tender and request for proposal - A tender or ‘request for proposal’ (RFP) is a commonly used document in the procurement process. It is designed to help you provide the same information to suppliers and to evaluate their proposal for providing the software you need on a “like for like” basis.
- Trials - Unless you are an experienced software procurer (or you have engaged the services of a consultant for your procurement project) you are unlikely to be completely certain on your software requirements. If you are seeking off-the-shelf software, some suppliers may make available a trial version of that software.
- Proof of concept - If you are looking to procure bespoke software, you will not have the option of a trial. To mitigate the risk of selecting software which does not meet your requirements, you can engage with potential suppliers on the software’s “proof of concept”. This involves you putting forward an assumption about the problem that the software is designed to solve and the supplier testing that it is able to offer a solution in practice.
- Testing and acceptance - Assuming that you have selected a software solution, your agreement with the supplier will need to provide for the software to be suitably tested before you can accept it. The nature of software testing will depend on the method which is used to develop that software.
- Go-live and dealing with subsequent issues - Once the software has been developed, tested and accepted you will be ready to use it in a live environment. Your agreement must cover the co-operation needed from the supplier at this crucial stage, for example in the implementing the software into your wider systems and if applicable, providing manuals and training staff on the proper use of the software.
Contact us
If you have a question or need advice, please let us know how we can help.