Applications Development and Maintenance

Applications Development and Maintenance

Whether as a standalone transaction or a part of a broader outsourcing solution, Hunton & Williams LLP offers legal and technical experience in the Applications Development and Maintenance (ADM) arena. Our lawyers have executed dozens of ADM transactions across a multitude of industries, permitting our clients to focus on their core competencies rather than the supporting applications.

Our global footprint and strategic relationships throughout the world enable us to support our clients from Muncie to Mumbai, while offering creative solutions to common ADM challenges. In addition to traditional ADM transactions, Hunton & Williams lawyers have executed a number of transactions involving the development and maintenance of our client’s legacy systems, Enterprise Resource Planning applications and a host of Oracle / PeopleSoft, SAP and similar applications.

In addition to those unique issues presented by ADM transactions (identified below), our attorneys appreciate the risks and benefits inherent to any ADM outsourcing relationship:

  • Reduction in Costs, But Be Mindful of Quality: Cost reduction may be achieved through cheaper labor pools and scalability of resources, but should not override quality concerns. The importance of QA and Test environments is even greater when dealing with outside ADM providers.
  • Recognition of Reduced Costs: While opportunities for cost reductions may be present, the actual recognition of savings is often more difficult to achieve. Appropriate documentation on the front-end will assist the client in achieving savings on the back-end.
  • New, but Manageable, Risks: Offshoring ADM services presents a set of risks that may be new to the client, but should not be new to the client's legal counsel, including the impact of local laws, privacy and data protection concerns, foreign tax issues, etc.

Unique Issues

  • Intellectual Property (IP) protection and licensing issues are more pronounced and require considerably more background, both from a diligence perspective and from a structuring perspective, than the typical outsourcing attorney may possess. Among other unique issues present in ADM transactions are the following:
    • Identification (both during and after the relationship) of the IP to be contributed to the engagement, whether by the customer or the service provider, and whether owned by a party to the transaction or a third party.
    • Adequately addressing rights in IP created during the engagement, usually categorized by source and relationship to the customer’s business.
    • Managing the individuals involved in the creation of IP, whether they are service provider employees, subcontractors or otherwise.
    • Aligning IP rights in anticipation of the conclusion of the relationship, whether scheduled (e.g., expiration) or unscheduled (e.g., bankruptcy).
  • Many of these transactions contain a front-end transformational project, such as an ERP implementation, which must be treated as a deal within a deal. The transformation component must be managed like a traditional IT implementation project, with due consideration given to timing issues, quality control/acceptance testing and impact on overall relationship.
  • We have extensive experience in issues related to open source software, many of which are uniquely impacted by ADM transactions, particularly offshore ADM transactions.

Recent Experience

  • Represented the world's largest producer of printing inks and pigments in establishing a relationship with Accenture for SAP implementation, hosting and related application development and maintenance services.
  • Represented a Fortune 1000 multi-media company in a significant maintenance and enhancement outsourcing transaction with IBM, covering ERP applications and a PeopleSoft upgrade. Included dual negotiations with Accenture.
  • Represented one of the nation's leading distributors of natural gas in separate transactions with Infosys and Hexaware for application development and maintenance services. The Infosys transaction involved support for the client's gas operations, field operations and technical support systems, while the Hexaware transaction focused on the client's PeopleSoft implementation.
  • Represented a Fortune 20 manufacturing company in outsourcing applications development support to IBM.
  • Represented a Fortune 250 financial services / insurance company in outsourcing applications development and maintenance to several Indian suppliers, including Tata, Satyam, Patni and Birlasoft.