IN THE SPOTLIGHTGlobal Supply Chain Services

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Supply chain legal issues have become increasingly prominent as supply chains become longer, leaner, and more global. We focus specifically on the legal issues that arise in the supply chain from extraction of raw materials through to end-user – across the globe.

Having a supply chain that runs smoothly can significantly improve a company’s profit margin and reduce exposure to expensive fixes dowh the road. A robust compliance program that develops policies, engages suppliers, monitors supply chain practices, and takes remedial action to respond to identified risks is very important.

Well-structured corporate supply chain compliance programs are relatively new concepts in some industries, and many companies may be unfamiliar with how to best develop them. But these compliance programs can be tailored to each company’s industry, country-by-country regulations and particular supply chain needs.

Operationally, end-to-end visibility has become the gold standard in supply chain management, with best practices companies being the first to achieve meaningful visibility into what their suppliers are doing. But how do you achieve visibility? And presuming that you have visibility, what do you track? You can secure visibility through supply chain contracts, and ensure compliance with disaster planning best practices, corporate social responsibility (CSR) priorities, and data privacy security.

Implementing a robust compliance program that addresses various sourcing and supply chain risks will reduce reputational risk and will also reduce the likelihood of high-profile and costly litigation – domestically and across borders.

This is where our Global Supply Chain Services can help you.

Why Choose UsWe are ranked as having one of the Top 10 global law firm platforms in the world, according to Law360 and American Lawyer. With boots on the ground in 44 offices, in 21 countries across five continents, we offer our supply chain clients with a diverse team of legal expertise and industry perspective – from across all points of the globe – to ensure clients’ supply chain business objectives are on track, while regulatory compliance needs are being met and litigation is deftly handled.

We have deep experience with all manner of commercial contracts – including licenses, non-disclosure agreements and outsourcing agreements – ranging from small distributorship relationships to US$100 million supply agreements, and we offer clients experienced sourcing and procurement practitioners in most of all the major financial and administrative centers of the world.

Client Industries• Aerospace and Defense

• Automotive

• Aviation

• Banking and Financial Services

• Chemicals

• Communications, Media and Entertainment

• Consumer Products, including

– Apparel and Cosmetics

– Food and Beverage

– Household Appliances

– Retailers

• Diversified Industrials

• Energy and Utilities

• Electronics and High Technology

• Transportation, Shipping and Logistics

• Healthcare

• Industrial Equipment

• Insurance

• Life Sciences, including:

– Pharmaceutical

– Medical Device

– Medical Suppliers

• Mining and Metals

• Government and Sovereign Entities

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Other Competitive Highlights• Actively monitor and advise clients on new legislation, regulation and case law trends,

globally, related to supply chains, outsourcing, procurement, false advertising and product safety, among other issues, including recent class actions brought under the California Supply Chain Transparency Act and the UK Modern Slavery Act 2015.

• Recognized around the globe for our International Trade Practice by publications such as The Best Lawyers in America, Chambers Global and The Legal 500 EMEA.

• Recognized by The Legal 500 for our advice in structuring and negotiating complex sourcing relationships and leading a number of the largest and most complicated global business process outsourcing and information technology outsourcing projects.

• Internationally-recognized commercial litigation and international dispute resolution lawyers – recognized by the American College of Trial Lawyers, Centre for Effective Dispute Resolution, International Academy of Trial Lawyers and International Society for Barristers, as well as by numerous peer-review publications, including Best Lawyers, Chambers, Global Arbitration Review 100 and The Legal 500.

• Award winning state-of-the-art extranet and eDiscovery technology, including winner of Law Technology News 2012 Most Innovative Use of Technology in a Large Law Firm Award, and ranked in the 2013 InformationWeek 500 – a list of the top technology innovators in the US.

Supply Chain Collaboration Best Practices• Work together and get as many companies as possible into a virtuous circle.

• Ensure executive sponsorship with strong backing from a board member.

• Seek outside advice and help from national, international and industry-specific regulatory bodies.

• Consider supply chain development for short-run benefit and long-run advantage.

• Leverage secure online software products for greater collaboration and cost benefit.

• Appoint a good local partner, agent or distributor.

Achieving End-to-End VisibilityCommercial Contracts and Distribution AgreementsWe provide supply chain clients with deep experience with all manner of commercial contracts for the sale, license and lease of goods and services, including all forms of services, agency and distribution, sourcing, supply-chain, equipment sale and lease, franchise, manufacturing, resell and technology arrangements and related advice. We complement our commercial transactions practice with deep expertise in business litigation, ITAR compliance, antidumping, antitrust and competition advice, data privacy and protection, import/export and trade policy, corporate framework arrangements, intellectual property licenses, strategic relationships, joint ventures and many other day-to-day or one-off legal matters. Whether across the table or around the world, our teams truly understand our clients’ concerns, and we have the required assets, infrastructure and expertise to solve them. We can assist by:

• negotiating and closing commercial transactions all over the globe

• advising on critical terms of the proposed agreement, such as expected performance, failed or late delivery, termination and dispute resolution

• developing and implementing legal strategies from the perspective of both buyers and sellers of goods and services

• auditing existing relationships to assure compliance with applicable law, identify risks and design mitigating measures

• forming new contractual relationships with an eye toward achieving commercial success while fully complying with applicable law

• identifying terms that are unusual, modifiable or particularly onerous in a given industry or specific market

• recommending amendments in an effort to promote best practices

• advising on developments in legislation, jurisprudence, regulations or market terms that could impact a business, including the validity or effectiveness of agreements

• fulfilling other legal needs, including due diligence, supply chain management and coordination, potential damages analysis and claims, anticorruption compliance, non-waivable local law requirements and competition law

Supply Chain Health Check

Do you know who your critical suppliers are and how much their failure would impact your company’s profits?

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Have you integrated risk management processes into your supply chain management processes?

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Have you fully mapped your critical supply chains upstream to the raw material level and downstream to the customer level?

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Do you have routine timely systems for measuring the financial stability of critical suppliers?

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Do you understand your production facilities and logistic hub exposures to natural catastrophes?

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Do you record the details of supply chain incidents and the actions you have put in place to avoid future incidents?

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Do your key suppliers have business continuity plans that have been tested in terms of their viability?

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Have you provided risk training to your supply chain management team?

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Is risk on the agenda at performance meetings with your strategic suppliers?

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Sourcing and Procurement Companies with supply chain interests require a truly global legal team with not only the business acumen to provide practical counsel on the complexities involved in setting up and maintaining sourcing and procurement arrangements, but also the local knowledge to understand the legal and cultural nuances that can be easily overlooked.

Our global sourcing and procurement practice is recognized as one of the world’s leading providers of commercial law services. Our international and national coverage, including in many of the world’s most dynamic and emerging markets, sets us apart. We have experienced sourcing and procurement practitioners in offices in most of the major financial and administrative centers of the world – throughout the US and Latin America to Europe and the Middle East and throughout Asia Pacific, including China.

Our globally diverse and market-leading lawyers provide clients with highly coordinated, cross-border services, enabling clients to quickly and efficiently address their most complicated multijurisdictional sourcing and procurement transactions.

International Trade Compliance Solution International trade compliance is governed by laws and regulations of multiple jurisdictions forming a highly complicated and ever-evolving global compliance regime. A single import or export transaction can implicate the rules of multiple jurisdictions, rules that are frequently inconsistent or even conflicting. Yet, understanding the various regulatory pieces affecting cross-border business and assembling those pieces into clear and efficient compliance strategies have never been more important. Assembling the puzzle requires sophisticated, coordinated legal counsel worldwide with an understanding of your business and your industry. Our presence in the US, EU, China, the Middle East and almost every other region in the world provides us with intimate knowledge of local government regulations, an understanding of the complexities of administration and enforcement and, most importantly, the ability to device strategy to overcome challenges. The full range of international trade compliance issues includes export controls, economic sanctions, customs, anticorruption, antiboycott, antimoney laundering and foreign investment clearance.

Our experience includes:

• dealing with every category of the dual-use controls list and all varieties of military articles and services

• understanding of the underlying policy considerations and agency practices of classification and licensing requirements

• having extensive military exports experience – including the ITAR, the “600 series,” and the EU and UK arms control rules, among others

• offering advice on complex prohibitions that affect dealings with sanctioned countries and persons subject to trade embargoes and other economic sanctions

• developing strategies to document anticorruption compliance in the context of gifts, corporate entertainment and engagement of the third parties

• offering guidance on best practices and compliance alternatives to avoid unnecessarily burdening the business

• providing tailored solutions to navigate clients through this complex and ever-evolving area

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Conflict Minerals RegulationConflict minerals rules require diligence and disclosure of a reporting company’s use of “conflict minerals.” Our Conflict Minerals team provides best practice guidance, counselling and advice based on global coverage, industry and public company reporting expertise, and customized efforts and responses. We can:

• develop compliance plans and strategies

• analyze and advise on interpretation of the Rule

• draft policies and revise supply agreements

• train boards of directors, executives, and internal team members

• prepare and revising supplier and customer communications

• provide benchmark analysis and activities to others within industry

US Foreign Corrupt Practices Act and UK Bribery ActSupply chains and companies dependent on supply chain services have to be mindful of and compliant with the numerous anticorruption regulations affecting every line of their business – from sourcing to third-party vendors and distributors to end-users. Companies must pay careful attention to and abide by local country-by-country anticorruption and antibribery regulations if their business interests are in or influence US and UK enterprise. They must be fully compliant with US Department of Justice Foreign Corrupt Practices Act (FCPA) and the UK Bribery Act. Both of these acts are considered, globally, to be the most comprehensive and severe of the anticorruption programs.

The FCPA has two primary components:

• anti-bribery provisions, which prohibit the offering, promising, and giving of bribes or things of value to foreign officials

• accounting provisions, which require publicly traded companies to make and keep accurate books and records and to maintain a system of internal accounting controls

Companies that violate any of these provisions risk becoming targets of enforcement actions, only too often to have these actions followed by cascading stock prices and shareholders’ civil law suits against the board of directors – particularly in the US.

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Labor and Employment As supply chains become more global, a successful employer must be aware of emerging trends in and appropriately respectful of international and local employment and industrial relations law and practices everywhere it operates. The UK Modern Slavery Act 2015 and the California Supply Chain Transparency Act are two such recent acts that have far reaching and global implications for employers. Such laws and practices may vary widely between adjoining countries, let alone across continents. The maintenance of proper consistency of approach, preservation of the corporate ethos and protection of the employment “brand” requires a consistent approach – not a disparity of views, styles, agendas and objectives from various different advisers around the globe.

Our global reach means we have the ability to service a company’s labor and employment advice needs wherever a company operations may be and whatever a company’s line of business. We can help companies steer a safe course through the full scope of its labor and employment issues, from the smallest day-to-day local queries to the largest international restructurings, negotiations and disputes. Our team can enforce a company’s covenants and confidentiality rights wherever required, locally or across borders. We act for a range of employers from small start-ups to listed multinationals, public and governmental bodies to cutting-edge private sector organizations, manufacturers to public authorities and professional services companies to financial institutions. We provide clients with optimum labor and employment risk assessment and management as globally or as locally as a client’s need mandates.

Intellectual Property and Technology We have a deep understanding of the relationship between intellectual property (IP) rights and the practical needs of business. We know that the primary reason for protecting and enforcing IP is to advance a company’s business interests and increase shareholder value, and this philosophy guides and defines our practice.

Our IP practice is well positioned to help clients manage IP all the way through its supply chain and execute it effectively. Ranked as one of the Top 15 global law firm platforms in the world by Law360 and American Lawyer, our global presence enables us to quickly address a company’s needs anywhere in the world, whether they are:

• patent protection and portfolio strategy

• brand protection 

• commercial agreements

• trade secrets

• IP litigation

• international data protection and privacy

International Tax Planning We can assist in a review of a company’s entire supply chain to identify opportunities for tax efficiencies that complement a company’s business. We will identify focus areas and key value drivers, including understanding customers, product development, sourcing and manufacturing, marketing, sales, and distribution, and post-sales support. As changes are made in the supply chain, we will identify tax opportunities, as well as issues to be addressed, by:

• assessing ability to convert full risk manufacturers to limited risk contract manufacturers

• establishing a principal structure (with or without movement of IP ownership)

• analyzing transfer pricing throughout the supply chain to ensure pricing is consistent with the risks and functions at each point in the chain

• addressing OECD Base Erosion and Profit Shifting compliance by providing substance in locations where functions have been centralized

• identifying exit tax issues for locations left with limited functions and risks

• minimizing subpart F impact of any new transactions

• minimizing cash flow impact of indirect taxes, including VAT/GST, customs and excise duties

Litigation and Dispute ResolutionWith more than 240 commercial litigators around globe, combined with our other advocacy colleagues, our litigation and dispute resolution profile includes more than 550 advocacy practitioners across 44 offices in 21 countries.

We actively monitor and advise clients on new legislation, regulation and case law trends, globally, related to supply chains, outsourcing, procurement, false advertising and product safety, among other issues, including recent class actions brought under the California Supply Chain Transparency Act and the UK Modern Slavery Act 2015. If disputes do arise, we work with clients to ensure that our litigation and advocacy strategy is aligned with our clients’ business interests and goals – locally and globally. If, however, trial is required, we have outstanding trial capabilities throughout the US and barrister and solicitor advocacy capabilities throughout the UK, Europe and Asia Pacific. We also have extensive arbitration capabilities, including conducting arbitrations on an ad hoc basis and under formal rules including UNCITRAL, as well as enforcing arbitration awards around the world in cross-border cases. Our expertise includes:

• antitrust and competition litigation

• appellate and US Supreme Court litigation

• class action and multidistrict litigation

• commercial litigation

• cross-border litigation and dispute resolution

• environmental litigation

• false advertising litigation

• false claims/qui tam litigation

• government investigation and white collar disputes

• intellectual property litigation

• international dispute resolution

• labor and employment litigation

• legislation-related litigation

• real estate litigation

• restructuring and insolvency litigation

• privacy and data breach litigation

• products liability litigation

• product recalls

• securities and shareholder litigation

• sovereign litigation

• TCPA defense and litigation

• toxic and mass torts

Sarah K. RathkePartner, Supply Chain Litigation & Risk MitigationCleveland T +1 216 479 8379E sarah.rathke@squirepb.com

Jeffrey R. WahlPartner, Commercial Agreements & TransactionsColumbus T +1 614 365 2802E jeff.wahl@squirepb.com

George N. GrammasPartner, International Trade ComplianceWashington DC T +1 202 626 6234E george.grammas@squirepb.com

Dynda A. ThomasPartner, Conflict Minerals & Supply Chain Transparency ComplianceCleveland T +1 216 479 8583E dynda.thomas@squirepb.com

Rebekah J. PostonPartner, Foreign Corrupt Practices ActMiami T +1 305 577 7022E rebekah.poston@squirepb.com

Stacie YeePartner, Labor & EmploymentLos AngelesT +1 213 689 5135E stacie.yee@squirepb.com

Steven M. AuvilPartner, Intellectual Property Cleveland T +1 216 479 8023E steven.auvil@squirepb.com

Linda PfatteicherPartner, International Tax PlanningSan Francisco T +1 415 954 0347E linda.pfatteicher@squirepb.com

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Supply Chain Services – US Contacts

20763/09/15squirepattonboggs.com