Commercial Contracts & Outsourcing Transactions

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No matter the scale or complexity, we provide a steady second hand for the commercial contracts that form the lifeblood of your business and for your mission-critical outsourcing transactions.

A legal department’s interface with its business, including procurement, can be a delicate one, especially when it comes to the negotiation of contracts that keep operations running. Not only do in-house lawyers need to be mindful of risk, they must do so in the face of an ever increasing volume of requests. For multinational clients, international contracts bring a further layer of complexity due to cultural and local business practice differences. Organizational savviness, cultural sensitivity, and deft draftsmanship are critical.

Clients also look to us to handle everything from a single IT outsourcing contract to large-scale, digital, and functional transformations of their business on an enterprise-wide basis. We partner with clients to create lasting, effective, value-driven relationships that increase productivity, lower costs, mitigate risks, and help them gain a competitive advantage in the marketplace.


Commercial Contracts

Attorneys in our corporate practices have deep experience working with all kinds of contracts, with strengths in technology, sourcing, supply chain, and licensing agreements, both in the US and across the globe. We service the entire lifecycle of a contract, including big picture strategic counsel, contact across the negotiating table, and detail-driven assessment of particular provisions and clauses. Ours is a holistic approach to contractual matters and we strive to help our clients achieve their business goals and develop, protect, and monetize their key commercial assets.

Our commercial contracts attorneys are experienced in managing critical subject matter areas that often impact the terms of any given commercial contract arrangement, such as intellectual property protections, indemnification provisions and limitations on liability, anti-trust and competition law concerns, products liability issues, government contractor requirements, FCPA and other compliance standards, data protection issues, joint employer considerations, and cross-border issues.

Outsourcing Transactions

Seyfarth’s Outsourcing team has handled some of the most complex and strategic multinational sourcing transactions ever undertaken, with total contract value in the billions of dollars. Our lawyers have a deep understanding of market standards, practices, and value drivers in sourcing transactions and have decades of experience spanning the full outsourcing spectrum, including IT outsourcing (ITO), business process outsourcing (BPO), human resource outsourcing (HRO), and maintenance transactions. In particular, clients benefit from our depth and leading experience across IT-related outsourcing transactions, including deals covering IT infrastructure, application, development and maintenance services (ADM), data storage and data center operations, software development services, and more. 

Our Outsourcing team members also have deep knowledge and experience handling cloud and hosted services’ contracts, including infrastructure as a service (IaaS), platform as a service (PaaS), and software as a service (SaaS) contracts. We work closely with clients to perform risk assessments, address regulatory requirements, and successfully negotiate and implement cloud-based contracts which touch on all levels of the technology stack.

Further, in addition to handling US-based outsourcing and cloud transactions involving vendors with facilities or personnel located on-shore, near-shore, and off-shore, Seyfarth’s Outsourcing team has leading experience implementing multijurisdictional outsourcing transactions for clients with global operations and have handled deals in dozens of jurisdictions throughout North America, EMEA, and Asia. Leveraging its international presence in each of these regions, Seyfarth has successfully designed and implemented an overall deal structure for each of these global transactions, handled all local law aspects in each of the relevant countries, and simultaneously aligned business continuity and operational needs on a global level.

Who We Assist

We have provided commercial contract and outsourcing services to multinational companies and organizations ranging from the Fortune 500 to start-ups executing their foundational contracts. We have experience in virtually every industry, including health care, financial services, consumer services, retail, technology, professional services, transportation, hospitality, and manufacturing, and take into account our clients’ relevant industry and market position in each deal we handle.  

For health care and financial services in particular, outsourcing can be challenging as our clients face a number of different regulatory and compliance requirements when outsourcing data, services, or other internal functions to a third party. Our attorneys are deeply familiar with these regulations and counsel clients to help them balance business continuity with ongoing compliance requirements and evolving regulatory considerations.


Our development of creative approaches to contract management is a natural result of our firm’s history of excellence in client service delivery and business process optimization. Working hand-in-hand with clients, we have developed inventive approaches to the intake, processing, and storage of contracts in high-volume contexts. Our efforts have earned us several Association of Corporate Counsel (ACC) Value Champion Awards.

We continue to develop advanced technology tools to facilitate smart and efficient commercial contract negotiation and management. Playbooks of contractual preferences, libraries of preferred provisions, and repositories of gold standard templates are now all part of our commercial contracts practice. Our practice has also deployed robotic process automation and artificial intelligence-enhanced clause extraction and comparison to optimize our understanding of a client’s universe of contracts and gain intelligence to use at the bargaining table. We also have a niche practice in contract design; helping clients to transform their contracts from speedbumps on the road to progress to tools that actually facilitate getting business done.

Clients that work with Seyfarth find value in our approach to negotiating outsourcing and information technology agreements—we narrow down key issues and find creative solutions that provide for a more efficient negotiation process. We also partner closely with our clients’ internal stakeholders to ensure the relevant inputs from the legal, procurement, compliance, and business functions are appropriately represented in the outsourcing transaction.

Seyfarth’s ability to deliver cross-border commercial contracts and outsourcing services to multinational clients is particularly effective because its service model is built around an experienced team of attorneys located in key locations in the US, EMEA, and Asia, and it leverages long-standing relationships with local lawyers across the globe.