Law at the speed of business® Continuing Legal

Transcript:Law at the speed of business® Continuing Legal:
Law at the speed of business® Continuing Legal Education Master Professional Services Agreements Common Topics Law at the speed of business® Master Professional Services Agreement Overview Master Professional Services Agreement (“MPSA”) Term that is often used interchangeably with Master Services Agreement (“MSA”) MPSA is long-form legal agreement where the parties mutually agree on terms and conditions that will apply to all projects defined in an SOW such as: Warranties Indemnification Liability cap Disclaimers Remedies Insurance Payment terms Governing law Timelines MPSA Purpose Provide a legal framework so you don’t need to renegotiate for every project in the future whereas a Work Order/SOW represents the business terms under an MPSA for a project Define the client and service provider’s mutual responsibilities Allocate risk between the client and service provider Master Professional Services Agreement - Common Topics Session Scope This session will cover the most common topics associated with MPSAs from a buyer’s perspective. Affiliate Ordering Contractor Rates/Rate Cards Payment Terms IP Allocation Open Source Publicity Data Security Limitation of Liability and Indemnity Reps and Warranties Term and Termination Transition Assistance Services Exhibits and Client-Specific Policies Robert Reynolds Founder and CEO - Tangible High stakes corporate lawyer for over 30 years Highly recognized and award-winning business innovator Former partner at multiple Am Law 100 law firms including Seyfarth as CEO of Technology Innovation and Alston & Bird Leader of Six Sigma consulting practice Graduated cum laude from the University of Virginia with a BS in Chemistry and JD from Vanderbilt University Licensed in Oregon, District of Columbia, Georgia, Maryland, and Illinois Alex O’Sullivan-Pierce Attorney and Director of Legal Operations - Tangible Business-focused attorney with experience representing clients in finance, athletic apparel, and technology industries 5+ years as outside counsel for Fortune 100 company with focus on technology transactions MA in Education from City University of New York and JD from Brooklyn Law School and Lehman College Graduated cum laude from the George Washington University with a BA in English Literature Licensed in MA and NY Presenters MPSA Viewpoint: Buy-side Our hypothetical client | a large company buying professional services Representing a provider/seller of professional services | could be the same contract, but would have different focus for legal representation MPSA: In Scope Services MPSA & Work Order/SOW Agreement Structure Key Concept : Establish a Master Professional Services Agreement that will serve as the overarching framework for all future engagements covered by Work