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By: Taft Stettinius & Hollister, LLP

Blog Authors

jeffrey kosc
m. zach gordon
marcusharris@www.tafttechlaw.com
rashad simmons
russell c. menyhart
Adam Wolek
Joey Balthazor
Nick Brankle
william c. wagner
Benjamin C. White
joseph cleves jr.
Jillian Cole
Karen D. McDaniel
Erin Davis
Barbara Duncombe
Alex E. Wallin
lamis eli
mike etienne
Zenus Franklin
Gabrielle Ganze
marcus harris
Jordan Jennings
jeff kuo
Michael Leo Pomeranz
Alex M. Matthews
Andrew Martin
paul mcgrady
Benjamin Morrell
Maggie Pollitt
Daniel R. Warncke
neal roach jr.
lindsey rothrock
Daniel Saeedi
Rachel Schaller
Abby Sunberg
Brett Taylor
Taft Pay Tech Law
Jonathan Tindor
Mira Vats-Fournier
Ashley Wetzel
amanda wilcox

Latest from Taft Technology Insights

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AI Vendors will draft contracts that limit their exposure in the event of a lawsuit. What are the most likely issues litigated in a commercial contract for artificial intelligence?

Data is the currency of AI. You need to ensure that you are protecting your data and making sure you have recourse in the event your data is compromised. Negotiating the right contractual language is key to mitigating risk.

Data Security, Data Poisoning, and Confidentiality are all issues that arise when an AI contract goes wrong.

By simply entering data, confidential information, or intellectual property into an AI functionality, you could…
Continue Reading What Issue Are Likely To End Up Being Litigated In An AI Contract?

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AI vendors will typically use traditional software licensing or SaaS models to sell their functionality.

While that generally makes sense, nuances associated with acquiring AI functionality need to be accounted for and negotiated.

  • Warranties, remedies, and indemnity provisions all need to account for the risks that AI presents.
  • When acquiring AI, you need to understand the type of data you are entering into the AI software and what the AI vendor will do with that data.
  • You need to negotiate adequate warranties and representations to protect your and your customers’ data.

AI is transformative but presents a variety of risks.
Continue Reading Negotiating Commercial Contracts with AI Vendors

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Agile software implementation methodology contributes to ERP failure.

  • Drafting SOWs that include milestones, deliverables, and deadlines is challenging when Agile is utilized.
  • Its iterative approach is not compatible with holding your ERP integrator accountable.
  • Spending less time defining the product beforehand and trusting that the product will come together one iteration at a time is problematic.
  • Focusing on (i) developing working software over a comprehensive product, (ii) collaboration over contract negotiation, and (iii) responding to change over following a plan all create challenges when it comes time to enforce contractual obligations – especially when deadlines, milestones, and acceptance testing criteria

…
Continue Reading How Agile Contributes To ERP Failure

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70% to 80% of all digital transformations fail. While you can debate that statistic, the reality is that your ERP implementation will take longer than expected, cost more than expected and you are unlikely to realize your expected business benefits. But why and what can you do about it? I discuss these issues in my latest YouTube video. #digitaltransformation #erpfailure #erpcommunity
Continue Reading All ERP Implementations Are Different But They All Fail For Similar Reasons

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The move to the cloud has been transformative, but negotiating cloud and SaaS contracts presents its own set of challenges.

The legal and business terms presented in cloud contracts are different than in traditional on-premise software licenses.

In a cloud contract, you need to aggressively negotiate substantial discounts off of the list price of the software, you need to cap the vendor’s ability to increase prices in subsequent terms, and you should obligate the vendor to assist you in transitioning your data to a new vendor upon termination.

You have no greater leverage with your vendor to negotiate meaningful concessions…
Continue Reading There Are Critical Business Terms in Cloud Contracts That You Must Negotiate

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ERP vendors and integrators will emphasize the ERP software’s ease of implementation and fit for your business. It is not always true.

You must conduct due diligence, use a software selection process, and negotiate a strong contractual framework to manage the implementation project.

The software sales process is designed to minimize the complexity of the software, the implementation process, and functionality gaps.

How does this contribute to failure? Does it set up unreasonable expectations on the part of the customer? Who is responsible?
Continue Reading ERP Software Implementers and Vendors Contribute to Failure

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ERP software implementations and digital transformations can be challenging, and the most common reason for their failure is not technology but people.

To ensure a successful implementation, you must pay close attention to the statements of work in your software contract package. These documents should clearly define deliverables, milestones, deadlines, acceptance testing criteria, and change order procedures, among other things.

By including obligations that mitigate risk, you can help ensure success. Don’t let a lack of attention to detail be the cause of your #erpfailure or #digitaltransformation struggles.
Continue Reading ERP projects don’t usually fail because of a failure of the technology, they fail because of people

As AI becomes increasingly prevalent in everyday life, legislators have taken notice, eyeing ways to regulate its use. Illinois has become the second state — after Colorado in May 2024 — to enact a law restricting AI use in employment. This new legislation builds upon existing protections in the Illinois Human Rights Act — a comprehensive law designed to protect individuals from discrimination in various aspects of daily life, including employment — and reflects broader concerns about AI’s role in perpetuating bias in hiring and other employment decisions.

Taft attorneys Marcus Harris, Benjamin Morrell, and Michael Leo Pomeranz recently published…
Continue Reading New Illinois Law Restricts Use of AI in Employment Practices

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What are the top issues you need to focus on when negotiating with SAP, Oracle, and Infor?

In this video, we discuss some key issues you need to negotiate with your ERP vendors, like SAP, Oracle, NetSuite, Infor, Acumatica, Epicor, Tecsys, and others.
Continue Reading What are the top issues you need to focus on when negotiating with SAP, Oracle, and Infor?

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Understanding what to negotiate and who you are negotiating against is fundamental in leveraging the ERP contract negotiation process to your advantage.

You want to have a plan going into the negotiation process for what you will ask for, how you will mitigate risk, critical asks, and fall-back positions.

If you treat the ERP contract negotiation as an afterthought, you are setting yourself up for failure.

Marcus Harris discusses negotiation strategies in the video below.
Continue Reading The ERP Contract Negotiation Process Is Critical To Success. A Well Thought Out Strategy Is Key

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The themes underlying failed SAP and Oracle ERP and digital transformation lawsuits are almost always the same. Vendors misrepresent functionality, cloud products are not fully baked, and salespeople minimize the software’s limitations while overselling its capabilities.

In this video, I discuss common themes in the many failed ERP implementations I have litigated in my career.
Continue Reading The themes underlying failed ERP and digital transformation lawsuits are almost always the same

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ERP implementations and digital transformations do not fail because of technology, they fail because of people. As a result, the master services agreement and the statements of works attached to it are easily some of the most important agreements you will negotiate to ensure project success. What does it need to include?  Milestones, deadlines, clearly defined vendor obligations, expectations, and user acceptance testing criteria are all critical.

While the statement of work is critical to managing your ERP implementation or digital transformation, it has a fundamental flaw. It is a snapshot in time. If done right, it will capture the…
Continue Reading The Statement Of Work Is Critical To ERP Success

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ERP Vendors are notorious for selling the “sizzle” and not the “steak.” It is no secret that with the rush to Cloud many solutions are half-baked.

When ERP vendors misrepresent the software’s functionality, the fit of the software for your business or industry, or misrepresent their experience in your industry, you may have a basis for a lawsuit.

Taft partner Marcus Harris discusses that in the video below.
Continue Reading Suing Your ERP Vendor for Fraud. When Sales People Make Misrepresentations, You May Have Recourse

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Cloud Software is far from a sliver bullet. It is not a one-size-fits-all solution. The adoption of Cloud has less do to with its benefits but vendors’ desire to make money. 

Software vendors love to tout the benefits of cloud software. They will tell you that it offers more flexibility, is cheaper, requires less configuration, and is safer than traditional on-prem software.

That is not always true.

The Cloud provides vendors with multi-year commitments from customers with difficulty moving to an alternative platform. These multiyear commitments provide tremendous revenue for Cloud vendors.

Taft partner Marcus Harris discusses some of the…
Continue Reading Cloud Software Is Far From a Sliver Bullet. It Is Not a One-Size-Fits-All Solution

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There is no doubt that AI can be transformative. But what are you giving up in the context of an ERP system when you utilize AI functionality? How do you control your data once you or your customers input that data into the AI tool? Are your competitors able to use your data for a competitive advantage? Is the data de-identified or anonymized? Who owns the data once the AI functionality has manipulated it?

In this video, Taft partner Marcus Harris discusses these issues.
Continue Reading Suing your ERP Software Vendor for Breach of Contract