TCO Solicitors advises on technology, commercial and outsourcing transactions. We provide a high level of expertise in a small number of practice areas, at rates which are extremely competitive. Our Director, Will Hull, has extensive in-house experience. Our approach is pragmatic, sensible and businesslike and we can work in a variety of ways to suit you. If you want us to advise you from the early stages of a transaction through to its completion, we are happy to do that. If your model for obtaining external legal support is to outsource ‘overspill’ work, we are more than happy to do that too. If you need help from a firm that works very closely with you, has exactly the right sort of experience, and will work efficiently, cost effectively and at sensible rates, then we’d be more than happy to talk to you.
Welcome
About
Will Hull, our Director, has spent a significant amount of his career as an in-house lawyer. He has advised on a wide range of high value, complex transactions and other matters.
IT, Outsourcing, Equipment / Component R&D and Procurement, Contract Manufacture
- IT outsourcing transactions, systems supply, integration, management and support agreements, hosting and SaaS agreements
- Logistics and business process outsourcing agreements, facilities management agreements
- Agreements for the contract manufacture of IT products
- Agreements relating to the development, procurement and long term supply of components (such as integrated circuits, PCBs, mechanisms and enclosures) and manufacturing plant for IT products
Telecommunications and Networks
- Agreements for the development, design, implementation and management of telecommunications networks
- Agreements for the provision of network information and management services
Software Licensing
- Development, licensing and support of bespoke software, including mission-critical software for use in the aerospace industry
- Licensing of software tools for use in the design and development of integrated circuits and software products
- Licensing and support of systems management software
- Pre-release audits of software products incorporating third party software
- End-user license terms and open source licensing
Intellectual Property and Technology Transfer
- Technology transfer agreements relating to information technology and other types of products
- Agreements for the acquisition of intellectual property assets
- Sponsored research agreements
- Open standards agreements
Data Protection and Privacy
- Data protection, including privacy policies, data protection audits, offshoring, subject access requests
- Freedom of information, including FOIA requests
Practice Areas
Information Technology
A manufacturer of complex, high end products needs a new materials management system. So far, so good. But there are a few questions. For example: Is the software that stiches it together the supplier’s, or is the supplier reselling it? The software will be “customised”, but does this mean that the supplier will be using a complex toolkit in the software to make it suitable for the customer’s use, or will the supplier be writing new code? Will the system need other third party software and hardware products? Who will supply these? How will these be supported post- implementation? By the supplier? By a third party? Will the supplier be training customer staff? Migrating data? Who will own – who needs to own – what kit and which bits of IP? When is go-live? Does the supplier need paying to cover its costs before go-live? So what happens if implementation is delayed? Will there be an SLA? What will happen if the third party products don’t work?
Of course, this is only one transaction, and these are only some of the issues that may crop up. But across the huge range of possible transactions – think of strategic outsourcing, managed services, support services, T&M consulting, systems integration, offshoring, cloud computing, software as a service, business continuity, hosting – the supporting lawyer needs to ask the right questions, understand their client’s positions, draft clear and concise documents, negotiate pragmatically and sensibly, and keep in close and constant touch with their client, so that their client obtains the best possible deal, in the most cost effective way.
And this is what TCO does. If you’d like to get in touch with us please contact our Director, Will Hull
Intellectual Property
The products of intellectual effort. Patents, copyright, databases, trade marks, designs, confidential information.
It is rare to find a technology, commercial or outsourcing transaction in which provisions do not have to be drafted and/or negotiated in relation to one or more of these. At least some negotiation in relation to IP would be involved in the majority of the scenarios described on our other practice area pages. And if you aren’t careful, IP can become a stumbling block in a negotiation: sometimes, for example, one side might for no reason hold onto a position which is not justified based on the use to which they will be able to put the class of IP causing the block.
So the need is for a lawyer who can see the wood for the trees, and who can accurately map the client’s needs and positions into the contract. And do so cost-effectively.
If you’d like to get in touch with us in relation to an issue involving intellectual property, please contact our Director, Will Hull. We’d be more than happy to talk to you, whether it is about a specific piece of work or your thoughts about legal support for your business.
Software
A bespoke software application is to be developed for a mission critical environment. It must be highly resilient, and always available. The customer needs assistance from the supplier in developing the functional requirements. Customer employees are to be seconded to the developer to assist in the product’s development, and, when it is handed over to the customer, provide first and second line support for it. Further support, as needed, will come from the supplier. The customer will have access to the source code …
Round table meeting to discuss outline / high level project plan for a new software product. What legal input will be needed? For starters, then: contractors’ contracts to be signed off; process for approving use of third party code to include review of licence terms; development of product license terms for different uses (non-commercial, business, per machine, concurrent user, beta, evaluation) and distribution models (media / downloads); localisation issues to be factored in …
Click “I accept” and you will become a licensee of a piece of software. Ninety-nine times out of a hundred you’d just go ahead. But this time, perhaps, you might just want a very quick legal review …
A few software scenarios. There are countless others. If you need legal support in relation to one, and you value experience, clear and concise advice, a practical, pro-active approach and very competitive pricing, then please get in touch with our Director, Will Hull
Data Protection
Having both offshored and outsourced its first line support, a software supplier recieves a letter from a registered user complaining about the service which he has received and asking for details of all the information which the supplier holds about him, including transcripts of the calls which he has made and all internal correspondence mentioning him …
A candidate for external legal advice, perhaps. But we don’t just advise on subject access requests, offshoring and data protection provisions in outsourcing contracts. The data protection-related work we do includes carrying out data protection audits and putting together privacy policies.
If you have a data protection issue (or think you might have), please get in touch with our Director, Will Hull. We’d be more than happy to talk to you, whether it is about a specific piece of work or your thoughts about legal support for your business.
Contract Manufacture
The final assembly and testing of a complex product is being outsourced. The contractor is building a final assembly / test line at its manufacturing facility. Half the cost of this is being paid up front, half being amortised out over a period of time against purchased products. The contractor will purchase and manage the supply of the components in the customer’s bill of materials. The finished products will be supplied using a lean manufacturing process, which operates based on forecasts and formulae for permitted upside, although the supplier will keep an inventory of finished products to cope with spikes in demand. The products will be shipped to a number of different distribution hubs …
It would be surprising if all the details of your contract manufacture transaction were similar.
But if you need external legal support, your lawyer should always have a great deal of relevant experience, be sensible, businesslike and pragmatic, give clear and concise advice and keep in close touch with you through the transaction. As well as being extremely cost effective and competitive on price.
If you’d like to get in touch with us please contact our Director, Will Hull. We’d be more than happy to talk to you, whether it is about a specific piece of work or your thoughts about legal support for your business.
IT Outsourcing
The term covers many different types of transactions: strategic outsourcing, managed services, support services, T&M consulting, systems integration, offshoring, cloud computing, software as a service, business continuity, hosting. You could probably find a few more to add to the list.
But whatever name you give to it, each transaction is likely to be different from the last (unless, of course, you are a supplier is using its standard terms of business or a licensor with a standard software licence, in which case we will more than happily help you to develop these). And the lawyer supporting the transaction needs to ask the right questions, understand their client’s positions, draft clear and concise documents, negotiate pragmatically and sensibly, and keep in close and constant touch with their client, so that their client obtains the best possible deal, in the most cost effective way.
If you’d like to get in touch with us in relation to either an IT outsourcing transaction, or for a general discussion of how we could help you, please contact our Director, Will Hull. We’d be more than happy to talk to you.
Research & Development
A technology company is looking to sponsor an Industrial CASE award, and has found a very capable and interested student. The project involves an extremely interesting, cutting edge, and potentially profitable technology. For that reason the company has a very definitive view of how the project should look, not least in terms of the publication of results, and IP ownership/licensing. The University also has its views …
An engineer from the developer of a complex hardware product has just got back from a trade show with an idea for a new product. But the developer’s core competencies only embrace a part of the new product’s technology, so the question is – patent disclosures and applications aside – whether and how the developer goes about obtaining the relevant R&D exertise…
No two R&D transactions, whether they are CASE Awards, research collaborations or contract R&D, are alike. So if you would like pro-active, experienced, sensible, clear and concise advice on an R&D matter, please get in touch. Will Hull, our Director, would be more than happy to talk to you.
Training
We can provide a variety of training courses and seminars. We can tailor each course or seminar to the needs of your business and the requirements of the attendees. We give a very brief overview of each course below.
If you’d like to find out more about our training courses, please contact our Director, Will Hull.
Contract Law
In this course we outline the basics of contract law. We can tailor it to the needs of your business and the attendees.
Data Protection and Privacy
In this course we provide a guide to privacy legislation, including the Data Protection Act 1998, we look at how it affects your business, and we look at the latest developments in this area.
We can tailor the course so that it is specific to your business.
Intellectual Property Law
In this course we look at:
- The different types of intellectual property rights
- IP strategies for businesses
- Negotiating IP provisions in agreements
We can tailor the course so that it is more specific to your business (and so more relevant to those attending it
In-house
Sound familiar?
- the in-house lawyer lined up to cover a deal has been dragged onto something else, but they might be able to pick it up again later
- the in-house lawyer negotiating the prime contract doesn’t have time to work on the flow-downs – revisions from the prime contract negotiations will need to be taken on board
- no one has capacity to finalise a substantial change order . The document set is extensive, there are already several change orders and there is no conformed copy of the agreement
- an ITT needs a near immediate response. Reasons are to be given for each proposed change and it must be highly competitive but comply with the your contracting/risk policies
Will Hull was an in-house lawyer for several years and has a very good understanding of the in-house environment, and the needs of in-house lawyers and commercial negotiators.
If you are an in-house lawyer or a commercial negotiator we’d be delighted to talk to you to see how we can help you, with training, templates and ways in which you can reduce your external legal spend.