Article 07.27.23
[Clients say Joe displays a] deft touch during tough negotiations and a knack for seeing around the corners on emerging issues.
Pillsbury Global Sourcing partner Joseph Kendall is a leading adviser on outsourcing and technology transactions, with extensive experience representing health care companies in this area.
With more than 20 years of experience advising clients on the business and legal issues raised in sourcing and complex technology transactions, Joe is a recognized leader in the field. His focus includes structuring and negotiating IT, application development and business process outsourcing agreements, including very large BPaaS arrangements. Joe also advises on systems integration, software licensing, offshore and cloud transactions. Joe is one of the leading lawyers advising health care and health insurance companies on these transactions.
Representative Experience
- Represented a large New York health insurance company in a $1.7 billion, full-scope business process, infrastructure and application BPaaS transaction with Cognizant, including terms to license/implement a new claims processing system.
- Represented a California health insurance company in a $2.8 billion transaction combining business process, infrastructure and applications services into a BPaaS service delivery model, with estimated savings of $100 million annually.
- Represent Rhode Island-based health insurance company in $300 million contract with Dell (now NTT) for numerous business process functions and applications services.
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- Outsourcing Transactions
- Represented an East Coast Blue Cross Blue Shield health insurance company in a large application and business process outsourcing transaction with Dell (now NTT).
- Represented a West Coast Blue Cross Blue Shield health insurance company in numerous sourcing and technology transactions with suppliers, such as Benefitfocus, Cognizant, CVS Caremark, HP, Infosys, Optum, Switch, Syntel and TriZetto.
- Represent California-based transportation company (shipping) in contract with CSC for mainframe, midrange, network and call center services.
- Represent Northern California-based health insurance company in connection with outsourcing contract with Optum for Medicare and business process functions.
- Represent Northern California-based health insurance company in connection with outsourcing contract with CVS/Caremark for pharmacy services.
- Represent Northern California-based health insurance company in applications outsourcing contracts with multiple suppliers (including HP, Infosys, Syntel and HCL) to provide client with maximum leverage to negotiate applications services.
- Represent Northern California-based health insurance company in connection with outsourcing contract with Cognizant for applications development and maintenance services.
- Represent Northern California-based health insurance company in connection with renegotiation of full scope mainframe, infrastructure and applications services contract with HP, valued at over $400 million.
- Represent Northern California-based health insurance company in connection with business process outsourcing contract with Health Plan Services Corp., including use of proprietary software platform, enabling client to sell health insurance on the California Health Exchange.
- Represent Southern California-based health insurance company in multiple business process outsourcing contracts with Cognizant for business process services, including claims adjustment, claims adjudication and membership services.
- Represent Southern California-based health insurance company in contract with CSC for Medicare Part D claims services.
- Represent Southern California-based health insurance company in contract with IBM and AT&T for infrastructure, applications and network services, with contract value over $500 million.
- Represent Georgia-based company owned by multiple Blue Cross Blue Shield health plans in connection with outsourcing of infrastructure and application functions to IBM. Estimated contract value of $500 million.
- Represent Georgia-based company in connection with renegotiation of its outsourcing contract with HP.
- Represent Massachusetts-based health insurance company in full-scope mainframe, server, network, applications, help desk and end-user outsourcing services agreement with IBM. Contract value over $300 million.
- Represent New Jersey-based health insurance company in renegotiation of its full scope infrastructure and applications development and maintenance services contract with IBM.
- Represent New Jersey-based pharmacy benefit manager (PBM) in connection with outsourcing of applications development and maintenance services to IBM.
- Represent New Jersey-based pharmacy benefit manager (PBM) in connection with outsourcing of business process services (including finance and accounting) to IBM.
- Represent New Jersey-based pharmacy benefit manager (PBM) in connection with outsourcing of applications development and maintenance services to Genpact.
- Represent New Jersey-based pharmacy benefit manager (PBM) in connection with outsourcing of certain Pega resources to Cognizant.
- Represent New York-based health insurance company in negotiation of a full scope infrastructure and applications development and maintenance services agreement with IBM. Total contract value over $1 billion.
- Represent New York-based health insurance company in negotiation of a business process outsourcing agreement with Xerox.
- Represent Ohio-based large bank in connection with outsourcing of network services to AT&T.
- Represent Rhode Island-based health insurance company in a contract with Perot Systems Corporation (now NTT) including mainframe, midrange, network, applications and business process services.
- Represent Virginia-based telecommunications company in connection with outsourcing of infrastructure and applications services. Total contract value exceeded $1 billion.
- Systems Integration Transactions
- Represent AAA auto company in connection with contract for Accenture to develop software functionality for member system.
- Represent Northern California-based insurance company in connection with contract with TriZetto for the licensing, maintenance and implementation of claims system.
- Represent Georgia-based company owned by Blue Cross Blue Shield plans to license and for supplier to develop and implement health care-related membership, billing and provider modules functionality into client’s software systems.
- Represent Maryland-based health insurance company to license and implement medical management system.
- Represent New York-based health insurance company with IBM to develop state of the art claims processing system and to implement it into client’s environment.
- Represent Ohio-based vision insurance company in connection with contract with TriZetto for the licensing, maintenance, implementation and hosting of supplier’s claims system.
- Represent Rhode Island-based health insurance company for licensing, maintenance and hosting of claims processing system by TriZetto.
- Represent Rhode Island-based health insurance company in contract with CSC to be the system integrator for new software system into client’s environment.
- Represent Rhode Island-based health insurance company with Perot Systems Corporation (now NTT) to license and have implemented a new claims system.
- Represent Rhode Island-based health insurance company in connection with claims against supplier under systems implementation agreement.
- Software licensing, Cloud, Colo, SaaS and other technology transactions.
- Represent California-based transportation company in connection with cloud services contract with Amazon Web Services.
- Represent Northern California-based health insurance company in negotiating agreements for co-location services.
- Represent Northern California-based health insurance company in negotiating Master Software License and Services Agreement with TriZetto.
- Represent Georgia-based company owned by Blue Cross Blue Shield plans in contracts with the following health care related suppliers: Edifecs, Accenture, Cognizant, Solucient, Pegasystems, McKesson, HDMS, Benefitfocus and others.
- Represent Massachusetts-based health plan to license and implement membership system.
- Represent New Jersey-based health insurance plan to renegotiate agreement with TriZetto for claims processing system.
- Represent New York-based health insurance company for various technology agreements.
Professional Highlights
- Recognized by Chambers USA for Technology & IT Outsourcing since 2007 and by The Legal 500 U.S. in Outsourcing (2010 – 2014, 2017) and Cyber Crime (2014).
- Spoke on cloud, cybersecurity, sourcing and data protection topics at national events hosted by Blue Cross Blue Shield Association and Association of Corporate Counsel, and as part of Pillsbury’s webinar series.
- Quoted in Computerworld on September 7, 2016 regarding University of California’s plan to outsource IT services to India.
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- Associations
- American Bar Association
- District of Columbia Bar Association
- Member of District of Columbia Bar Association, Section on Computer and Telecommunications Law
- American Health Lawyers Association
- Speaking Engagements
- “Cybersecurity Risk Transfer,” Pillsbury Winthrop Shaw Pittman Cybersecurity Webinar Series.
- “Help! I Have a Data Security Breach,” Pillsbury Winthrop Shaw Pittman Privacy Webinar Series.
- “Cloud Computing: Key Issue for Blue Plans to Address before Moving to the Cloud,” 2011 Blue Cross Blue Shield Association National Summit, Chicago, Illinois.
- “Outsourcing for Risk Managers: Practical Advice and a Look into the Future,” 21st Annual Professional Liability Conference, Nashville, TN.
- “How to Save the Blues When the World is Flat,” Blue Cross Blue Shield Association’s 40th Annual Lawyer’s Conference, San Francisco, California.
- “Attributes of a Successful Outsourcing Procurement Process,” Association of Corporate Counsel, Washington, DC Metropolitan Chapter.
- “The 500-Pound Outsourcing Gorilla, How to Manage the Beast,” Blue Cross Blue Shield Association’s 38th Annual Lawyer's Conference, Newport, Rhode Island.
- “The Spider and the Fly, the Interrelationship between Business, Technology and Business Issues in Outsourcing Transactions,” Symposium for Blue Cross Blue Shield Plans, Salt Lake City, Utah.
Education
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J.D., Harvard Law School
cum laude, Recipient of Irving R. Oberman Memorial Award for best written work in the area of law and health care.B.A., Yale University
magna cum laude, with distinction in major, Recipient of John Addison Porter Prize for best original essay on a subject bearing on the political, constitutional or economic history, condition and future of the United States.
Admissions
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District of Columbia