Helping Clients Navigate The World Of SaaS
While Accounting For Legal Considerations
Software as a service, or “SaaS” is the preferred model for most of the online software offerings in our digital-first world. Gone are the days when software was on-premises and subject to lengthy commitments and arduous onboarding. Now, SaaS companies can go from the founding and startup phase to being a household name at breakneck speed.
With the new business model, though, SaaS offerings bring with them a variety of legal challenges and considerations that go beyond just standard privacy policies or terms and conditions for websites or apps.
Some of the most notable SaaS legal considerations include the following:
- Licenses: License scope, including whether licenses extend to subsidiaries and contractors.
- Data Processing & Other Privacy Compliance: Data processing terms include data processing agreements (DPAs), data transfer agreements (DTAs), and other related considerations such as the Data Privacy Framework (DPF). Data Processing specifics are of particular focus as they relate to the use of data for artificial intelligence(AI) training and other offering improvements beyond just the provision of the service. Other areas of common contention include data subject access and other privacy rights “flow-down,” as well as incident and breach notification timelines.
- Acceptable Use: An overview of the kinds of acceptable uses of the SaaS offering as well as prohibited uses.
- Intellectual Property: Beyond standard copyright and trademark considerations, specifics about intellectual property rights and ownership have particular relevance in the context of inputs and outputs with AI SaaS offerings.
- Payment: Payment terms such as “net 30” versus “net 60” as well as interest for late payments.
- Service Level Agreements: Service level agreement (SLA) with a particular focus on whether there are credits or refunds for downtime.
- Reps & Warranties: Reps and warranties to include compliance with privacy, intellectual property, and other laws, as well as general reps that the SaaS offering is able to accomplish what associated documentation or claims represent.
- Indemnification & Insurance: Indemnification and insurance range to include indemnification against intellectual property infringement or other legal compliance as well as breaches and other potential points of litigation or other loss.
- Liability Limitations: Limitation of liability inclusive of potential “super caps” for certain kinds of damages.
- Termination: Specifics about rights to terminate and associated procedures, including in the context of a breach of the SaaS agreement as well as potentially for “convenience.”
- Renewal Terms: Specifics about renewal terms and cost, as well as the potentiality of auto-renewals.
- Publicity Rights: Guidelines about whether vendors can use client logos and/or names in marketing activities and whether pre-approval may be required.
- Assignment: Details about whether the SaaS agreement can be freely assigned or only in particular scenarios such as in the instance of a merger or acquisition.
As a SaaS lawyer, RICHT helps SaaS clients see success in the market while accounting for the risks associated with SaaS offerings and mitigating them accordingly, including negotiating SaaS deals where clients have limited leverage. Whether it is drafting or reviewing a SaaS agreement or strategizing to properly account for unique privacy law compliance or intellectual property commercialization structures, we aim to provide robust and knowledgeable counsel to clients ranging from the SaaS startup phase to mature multinational companies. The sectors we cover are equally diverse and include healthcare, artificial intelligence, eCommerce, analytics, and Martech, among others.
SaaS Law Services We Provide
Subscription & Licensing Terms
Privacy Law Compliance
Intellectual Property Protection