Software Contracts for Utilities

May 22, 2024 | Online :: Central Time

0524-software-contracts

“Matt and Dan provided me with better insight and tools that will be an asset to me in future software procurements.” – Los Angeles Department of Water and Power

“This course presented a big picture view of software contracting topics and did an excellent job of breaking down some complex topics so that both beginners and more experienced contracting professionals could benefit from this class.” – Los Angeles Department of Water and Power

“The speakers were both great and very knowledgeable in all topics. This was a very informative and useful training, there are definitely points from this training that I will use in my day-to-day work.” – SDG&E

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“I thought the speakers were great – very engaging and very knowledgeable. I thought that the examples they offered from past experiences were valuable.” – Ameren

“This course was a great overview of software contracting. It included discussion of critical terms, contract types, lessons learned and areas that can require additional focus. I would definitely recommend to contracting professionals and sourcing personnel.” – Ameren

“Both speakers did an excellent job. They were extremely knowledgeable in the material and presented it in a clear and concise manner.” – Avangrid

“This was my second experience attending an EUCI event and was just as pleased with the content, speakers, and interaction with my fellow partners in the Energy Business. I look forward to networking and expanding my industry knowledge through EUCI!” – WGL Energy Services, Inc.

“A comprehensive look at important features necessary for good contracting.” – New York Power Authority

“If you get thrown into a new job where contracts are common and you feel lost, take this course!” – Hubbell Power Systems

This course will provide attendees with an in-depth review of how to work with software contracts when it comes to utility-specific initiatives. Starting off with basic utility contracting terms, concepts, and overall objectives, we will dive into the data issues to be aware of. This includes cybersecurity and security risk assessment, confidentiality (regulatory obligations, publicity, propriety information, trade secrets), intellectual property rights, anonymization rights, and more.

Once the attendees have grasped the concept of the structure of a contract and what issues to be conscious of, the agenda will transition into how to apply all of this to software contracts specifically. We’ll highlight the types of software contracts, the structure of a license agreement, software performance guarantees, termination, indemnification, limitation of liability, and related agreements. Finally, this program will examine the prerequisites, protocol, and policies for utility software contracts.

Learning Outcomes

• Review the basics of utility contracting, including contract elements, structure, and objectives
• Examine what data issues can be involved in software contracting, such as cybersecurity, confidentiality, and intellectual property rights
• Identify the elements of software contracting and how indemnification, termination, liability, performance guarantees, and more play a part
• Define legal concepts when it pertains to software contracts
• Explain the prerequisites for utility contracting

Wednesday, May 22, 2024 : Central Time

 

Basics of Utility Contracting

• Essential Elements of a Valid Contract
• Contract Structure
  • Working With Utility Form Agreements
  • Working With Vendor Paper
• Objectives
  • Defined Relationships and Obligations
  • Contract Administration
  • Allocation of Risk
  • Avoidance of Dispute

Data Issues

• Cybersecurity/Information Security Risk Assessment (Data Protection Addendum)
  • Information Security Incident
  • Audit Rights
  • Scope of Protection
  • Breach Response
• Confidentiality
  • Regulatory Obligations: NERC/FERC/NRC
  • Personal Information
  • Customer Energy Usage Data (State and Federal Regulatory Requirements)
  • Proprietary Information/Trade Secrets
  • Publicity
• Data Issues
  • Definition of Data
  • Data Use Rights and Ownership
  • Privacy and Data Security Issues
  • Anonymization Rights
  • Legal Rights in Personal Identifiable Information
    • CCPA/CRCA (California)
    • GDPR (Europe)
    • CPA (Colorado)
• Intellectual Property Rights

Software Contracts

• Types of Software Contracts
  • Software-as-a-Service (“SaaS”)
  • On-Premise
  • Combination
  • Mobile Device Software
• Structure of a License Agreement
  • License Grant, User Limits, Access Rights, and Scope of Use
  • License Restrictions – What You Can’t Do
  • Other Key Terms
• Software Performance Guarantees
  • Warranties
  • Acceptance
  • Remedies
  • SLA (Service Level Agreement)
• Termination
  • Post Termination Rights for Critical Software
• Indemnification/Limitation of Liability
• Related Agreements
  • Development Agreements
  • Consulting Agreements

Legal Concepts

• Utility Regulation (State and Federal)
• Termination for Convenience and Termination for Default
• Order of Precedence
• Contract Exhibits
• Liability/Disputes/Litigation
  • Breach and Events of Default
  • Indemnification
  • Limitation of Liability
  • Dispute Resolution

Prerequisites for Utility Contracting – Utility Policies and Protocols

• Vendor Pre-Qualification
• Contractor Requirements
• Invoicing
• Insurance
• Financial Security
• Performance Guarantee
• Audit
• Taxes
• Offshore Work and Data Transfer

 Transitioning from On-Premise to the Cloud

Daniel Rosenberg, Partner, Taft Law

Dan Rosenberg is a registered patent attorney and practices primarily in the areas of intellectual property law, patent prosecution and infringement, trademark prosecution and infringement, intellectual property litigation, copyrights, and intellectual property licensing.

Dan works with clients to draft and negotiate complex license agreements, particularly software and technology licenses; handle intellectual property matters in the context of mergers and acquisitions; and draft clearance opinions, freedom to operate, registerability, validity and enforceability opinions.

Prior to private practice, he worked for Intel Corporation and Advanced Micro Devices for over 12 years in semiconductor process engineering and is well versed in the demands of high-volume manufacturing. At Intel, Dan worked for a decade in the company’s most advanced manufacturing clean room facilities. Prior to joining the firm, Dan practiced 10 years with another Midwest law firm, where he once served as chair of its intellectual property department.

We will be using Microsoft Teams to facilitate your participation in the upcoming event. You do not need to have an existing Teams account in order to participate in the broadcast – the course will play in your browser and you will have the option of using a microphone to speak with the room and ask questions, or type any questions in via the chat window and our on-site representative will relay your question to the instructor.

• Microsoft recommends downloading and installing the Teams app if possible. You may also use the Edge browser or Chrome.
• You will receive a separate email with a unique link to a personalized landing page which will include links to join all sessions of this event.
• If you are using a microphone, please ensure that it is muted until such time as you need to ask a question.
• The remote meeting connection will be open approximately 30 minutes before the start of the course. We encourage you to connect as early as possible in case you experience any unforeseen problems.

Please Note: This event is being conducted entirely online. All attendees will connect and attend from their computer, one connection per purchase. For details please see our FAQ

If you are unable to attend at the scheduled date and time, we make recordings available to all attendees for 7 days after the event

REGISTER NOW FOR THIS EVENT:

Software Contracts for Utilities

May 22, 2024 | Online

Your registration may be transferred to a member of your organization up to 24 hours in advance of the event. Cancellations must be received on or before April 19, 2024 in order to be refunded and will be subject to a US $195.00 processing fee per registrant. No refunds will be made after this date. Cancellations received after this date will create a credit of the tuition (less processing fee) good toward any other EUCI event. This credit will be good for six months from the cancellation date. In the event of non-attendance, all registration fees will be forfeited. In case of conference cancellation, EUCIs liability is limited to refund of the event registration fee only. For more information regarding administrative policies, such as complaints and refunds, please contact our offices at 303-770-8800

Credits

EUCI is accredited by the International Accreditors for Continuing Education and Training (IACET) and offers IACET CEUs for its learning events that comply with the ANSI/IACET Continuing Education and Training Standard. IACET is recognized internationally as a standard development organization and accrediting body that promotes quality of continuing education and training.

EUCI is authorized by IACET to offer 0.7 CEUs for this event.

Requirements for Successful Completion of Program

Participants must log in each day and be in attendance for the entirety of the course to be eligible for continuing education credit.

Instructional Methods

PowerPoint presentations, group discussions, as well as active participation will be utilized.

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Upon successful completion of this event, program participants interested in receiving CPE credits will receive a certificate of completion.

Course CPE Credits: 8.0
There is no prerequisite for this Course.
Program field of study: Specialized Knowledge
Program Level: Basic
Delivery Method: Group Internet Based
Advanced Preparation: None

EUCI is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses for CPE credit. Complaints regarding registered sponsors may be submitted to the National Registry of CPE Sponsors through its web site: www.nasbaregistry.org

 

 

Who Should Attend

• Utility and contractor/vendor professionals (both contracting and business unit personnel) who work with all forms of utility contracting, project development, project management, RFP development, corporate initiatives, and vendor negotiations
• Programming experts working with implementation phases
• Personnel in the supply chain, goods and services, and procurement spaces
• Utility professionals who manage vendor policies and protocols or coordinate interaction among various utility departments
• Those working with data privacy or who are on the regulatory side