SaaS Agreements – Terms and Conditions – Limitation of Liability

The terms of a SaaS agreement should always include a clause limiting the SaaS supplier’s liability to the customer. The specific details of the liability clause will depend upon the type of SaaS software being supplied, the value of the SaaS agreement and what is usual in the business sector in which the parties operate.
The following issues should be covered by the limitation of liability clause in most SaaS agreements.

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SaaS Agreements – Terms and Conditions – Subcontractors and Outsourcing

The terms of your SaaS agreement must include the right to use sub-contractors as 99% of SaaS suppliers use at least one sub-contractor – a third party data centre – to host their SaaS software. SaaS customers often try to prohibit the use of sub-contractors or place severe restrictions on their use by insisting that they must give prior consent to each sub-contractor. This is not acceptable for practical reasons as often numerous sub-contractors are used in providing the SaaS services and these sub-contractors will change over time.

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SaaS Agreements – Terms and Conditions – Exit Provisions

Increasingly SaaS customers are asking for detailed exit provisions to be included in the terms of SaaS agreements. Such requests usually cover the return of data, the provision of transition assistance and non-solicitation clauses. If such terms are not already included in your SaaS agreement it is advisable to add these in order to protect your interests upon termination of the customer relationship.

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SaaS Agreements – Terms and Conditions – Online Sales

SaaS Agreements – Online Sales – Terms and Conditions

Many SaaS suppliers now conclude sales of SaaS products with customers online, usually by having customers “click” acceptance of the supplier’s terms and conditions on their website. When concluding online sales, SaaS suppliers need to ensure that their online terms and conditions include the following information, in order to create a legally enforceable SaaS agreement with the customer.

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