Canadian Lawyer InHouse

premise,��� the organization assumed the risks of using the technology. In a cloud environment, the provider is supposed to assume that risk, but even the providers are still learning. Softchoice Corp. is one of Canada���s largest resellers of applications, and recently launched its own set of cloud services. Its CIO, Kevin Wright, says the company has been using SaaS internally as well, and like many of his peers and in-house lawyers, he isn���t always told when business units decide to try out the cloud. ���From a legal perspective, though, what I���m more worried about are the contractual issues in terms of what we need to do for our customers,��� he says. Once questions around data portability and usage are nailed down, inhouse counsel may also need to revisit the financial assumptions that drove the business case around cloud computing in the first place. McCarragher says many organizations remain motivated to move to the cloud as a way of easing the financial burden associated with IT. ���The traditional software model was, you take a one-time perpetual licence fee, you get access to the code and on an annual basis you would pay 18 to 22 per cent for maintenance fees,��� he says. ���The (cloud) pricing model is very different, and attractive to the business unit, because it gives them the ability to spend less up front.��� Giblon, however, says those expectations need to be managed over the lifespan of a contract. ���It isn���t necessarily cheaper in the long run, but you can avoid large capital outlays,��� he says. Fan agrees, suggesting the average savings are ���not nearly as high as advertised.��� No matter the issue, though, cloud computing agreements will be a lot easier to manage if and when corporate counsel are consulted earlier in the process. There���s not much even the best lawyers can do if they���re caught by surprise. ���It really depends on having an open communication with your CIO, with your IT department, with your strategic sourcing people,��� Glibon says. ���It needs to be a situation where you are part of the team that���s doing the upfront analysis, as opposed to trying to play catch-up.��� In the meantime, lawyers are getting educated about the cloud both formally and almost unconsciously in some ways. ���It���s all around, and not in our corporate lives but in our personal lives, like Gmail,��� says Giblon, referring to Google���s e-mail service which is hosted online. ���People are starting to get more familiar with the concept and a little more clued in.��� Even if everyday people are using cloud services en masse, however, McCarragher says it may be up to corporate counsel to occasionally point out the essential differences in adopting SaaS or IaaS in an enterprise environment. ���As a consumer, you really don���t know where your data is, other than it���s somewhere in the cloud,��� he says. ���How they distribute their data is up to them.��� For businesses, it should be up to the lawyer. IH Between print issues of Canadian Lawyer InHouse keep abreast of news and developments affecting the in-house bar with our bi-weekly electronic newswire. ca na dia nl awy e rm a g . c o m / i n h o u s E December 2012/January 2013 ��� 33

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