On the 25th of January 2012 the European Commission published a proposal for a new Data Protection Regulation to replace the existing EU Data Protection Directive. The proposal sets out a general data protection framework aimed at unifying the current differing data protection rules in the EU. I have summarised the major changes this will make to EU data protection law in two articles, part 1 of which is set out below.
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SaaS Agreements – Liability – Online Comments
New proposed UK defamation laws recommend that web hosts (SaaS suppliers) and ISPs should be allowed to keep allegedly defamatory comments online, as long as the author of the comment is identified and a notice of complaint is published next to the comment.
Continue readingSaaS Agreements – Software – Copyright Protection
The Advocate General ruled that the functionalities of software are simply “the service which the user expects” from the computer programme. For example, when using software to book an airline ticket the functionalities of the booking process will be the same regardless of which company’s software you use. Such services cannot be protected by copyright. However, what can be protected by copyright, is the means by which the functionalities are achieved as this reflects the author’s own intellectual creation. Protection will depend upon the degree of originality in the writing of the software.
Continue readingSaaS Agreements – Reseller/Distribution – Terms to Include
When using a local partner to resell your SaaS software to customers outside of the countries in which you are based, you will need to have a distributor/reseller agreement in place between yourself and each distributor/reseller. This will in part mirror your standard SaaS terms and conditions but will also
Continue readingSaaS Agreements – Need for an Escrow Agreement
Having an escrow agreement in place protects all parties involved in the development, supply and use of business critical SaaS applications. It provides customers with peace of mind for securing long-term availability of a critical SaaS application by enabling customers to update software and fix any bugs even if the supplier is no longer able to support them.
Continue readingSaaS Agreements – Reseller/Distribution – Need for a Reseller Agreement
Most SaaS suppliers use distributors to enable them to sell their software and services to customers who would not otherwise purchase the SaaS software, due to the Supplier’s:
– lack of physical presence in the customer’s country
– lack of sales channels of contacts in the reseller’s country
SaaS Agreements – SLA – Security Issues
As a SaaS supplier you will have noticed the increasing concerns about security voiced by SaaS customers. Your SaaS agreement should provide comfort to your customer by including security provisions in the service level agreement (SLA). The specifc matters covered will depend on a number of factors set out below.
Continue readingSaaS Agreements – Entire Agreement Clauses
In the recent Court of Appeal decision Axa Sun Life Services Plc v Campbell Martin Ltd an entire agreement clause did not exclude liability for pre-contractual misrepresentations although the clause was reasonable under the Unfair Contract Terms Act (UCTA).
Continue readingSaaS Agreements – E-Discovery
As a SaaS supplier you may be ordered by a court as part of a litigation process to identify and disclose physical documents and electronically stored information (e-discovery). This creates problems for SaaS suppliers on a number of levels.
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