Tech & Sourcing @ Morgan Lewis

The Board of the International Organization of Securities Commissions (IOSCO) has published a set of revised outsourcing principles for regulated entities. IOSCO is an international policy forum for securities regulators and a global standard-setter for securities regulation whose membership regulates more than 95% of the world's securities markets.

During the last year, we have seen a significant shift to “as a service” models and cloud solutions, as well as heightened attention on outsourcing as a strategic business tool to enable scalability, improved service, and accelerated access to in-demand technology and resources. This increased reliance on vendor performance to enable business operations has underscored the importance of implementing a solid service level methodology in order to: establish performance metrics that align with the customer’s expectations and business requirements; measure, monitor, and report performance against the metrics; set out the remedies for service level defaults, including service level credits and termination rights; and agree to events that may excuse performance resulting in missed service levels.

The Chancery Lane Project, a UK-based nonprofit network of legal professionals, has published a “Net Zero Toolkit” to help organizations achieve net zero goals. The toolkit includes 100 “climate clauses” aligned with the 2015 Paris Agreement goals.

Are you a customer negotiating a services agreement that will grant you access to use certain technology? Have you read through the agreement or accompanying links to determine if you need to adhere to an acceptable use policy (AUP) for such technology? In this post, we’ll discuss some of the items a customer should consider when reviewing AUPs within services agreements.

The inclusion of transition-out obligations within service agreements should not be overlooked in the contract drafting process because they help to provide a game plan if the service provider/customer relationship winds down. In this post, we discuss some of the items a contract drafter should consider when drafting clauses to address transition-out obligations.

Last week, we started to take a look at key issues sponsors should be mindful of when entering into a sponsorship agreement, particularly for sponsorship of a team, event, venue, individual influencer or player, or similar arrangements.

With many sports, music, and other events returning to in-person attendance after a prolonged hiatus for pandemic-related reasons, and others continuing to be conducted in front of huge virtual audiences, we think it’s a good time to run through some of the most common issues we encounter in sponsorship agreements.

We recently highlighted the Morgan Lewis financial services team’s overview of proposed guidance released by the three federal banking agencies with respect to third-party relationships within the fintech industry. The federal banking agencies, though, are not alone when it comes to guidance on third-party vendors.

As further guidance and regulations are proposed and begin to take shape with respect to relationships between banking organizations and third parties, including those in the fintech industry, our multidisciplinary teams here at Morgan Lewis are tracking each development. In July, shortly after the three federal banking agencies (the Federal Reserve Board, the Federal Deposit Insurance Corporation, and the Office of the Comptroller of the Currency) released their proposed risk management guidance regarding third-party relationships, our banking and financial services team provided a general overview highlighting the key takeaways from the proposal. If you have any specific questions, please reach out to your Morgan Lewis team for assistance.

With the recent onslaught of ransomware attacks, it’s time to revisit force majeure clauses (again). Earlier in the pandemic, we reviewed how COVID-19 could impact force majeure provisions. Since then, there has been a flurry of analyzing, renegotiating, and testing contractual language, as parties work through, or anticipate, pandemic-related difficulties. While contracting parties focus on striking a balance of when, and to what extent, a party’s performance will be excused due to pandemic-related circumstances, a different threat could follow a similar trajectory.