Buying Part of the Data
Buying a division or portion of an existing company has many difficulties. One such difficulty arises when the purchased data, software, and IT infrastructure is co-mingled with the remainder of the company's businesses and some or all of that data, software, and infrastructure is hosted and/or managed by a third party service provider. In a recent transaction, Billee Elliott McAuliffe had to negotiate with not only the seller but also its third party service provider to ensure adequate transition of and protections for the data of the business being purchased. The seller's third party service provider originally was reluctant to assist in the transition because of fears of being caught in the middle of a fight between the parties, one of which was not its client. Understanding the service provider's issues, Billee suggested, and the parties negotiated, a three-party agreement whereby each party's concerns could be addressed and a concerted plan enacted. In the end, the third party service provider was a great asset to both companies. It extracted only the data that was purchased without compromising the remainder, and the buyer decided to use the third party service provider for data hosting on a go-forward basis. A win-win for everyone.