When negotiating a saas terms of service (representing the vendor of course), I am often trying to explain to my client the difference between an indemnity and a breach of contract claim. I have been noodling on this for years, trying to figure out a simple way of explaining probably
Machine learning agreements or AI agreements are super new, and actually very interesting. Not much has been written on these agreements, so I thought I would share a few thoughts on the big issues (from the perspective of the AI/machine learning software vendor). So here goes. HOW THE AI SYSTEM
The VSA is a super new group called the Vendor Security Alliance. As soon as I read this article about it Link, I realized it was a great idea for all Software as a Service (SaaS companies) and will help get cloud service contracts signed. And hey, as attorneys that
We represent lots, literally 100s and 100s, of SaaS companies and there are a few nuggets of useful information that we want to share with other SaaS companies when they think about negotiating an enterprise SaaS agreement. Ok, here goes. Setting the Right Expectations. I find that setting the right
I have always thought that disclaimers were good things to add to SaaS agreements, but this very recent case demonstrates that they really can make a difference in a legal dispute. By the way, a disclaimer is a statement regarding things you are not liable for. Example, if you provide
Let met explain. Some SaaS companies add all kinds of things into their SaaS agreements, and when you are finished reading the agreement you understand everything possible about their offering. While this kind of makes sense at first blush, when you unpack this a little and deal with these types
Software developers are really smart (I know, as I work with lots of them on their software development agreements, etc.), but there is one blind spot that I see way too often: they trust their customers too much, and then they take things into their own hands when they don’t
The Network Advertising Initiative (NAI) has some very useful info in their 2015 Code of Conduct, that you should be aware of regarding SaaS privacy if you are in the online third party ad business. The NAI is a self regulatory governing body of third parties in the online advertising ecosystem. This
While there are several ways to legally protect your SaaS software, copyright law is the most popular and maybe the easiest way to protect it. Every SaaS executive needs to know a few things about SaaS software and copyright law, so take a quick read of the following. Can you
A while back I wrote a blog post about Trust Sites, and why, if you are a SaaS company, you should have one (outside of your SaaS agreement). Well, since them a lot has happened so I wanted to provide you with an update. What is New 1). Salesforce.com
I have found that FAQs are not used enough by SaaS companies as part of their selling and SaaS contract negotiation process. Here is the frame of reference, at least from my perspective: you are selling something that is intangible (aka cannot touch or feel) and your customer does not
These Words are ‘Dangerous’ in Any SaaS or Software Agreement. I have seen wording like this in SaaS or software agreement orders or templates, and it has always bothered me. A case from 2014 addressed this issue head on, so I thought I would share the outcome of the case with
On May 9, 2014, the appellate court handed down its 69-page decision in the Oracle vs Google API copyright case. The court ruled in favor of Oracle, but did push down to the lower court some remaining issues (which I will not bore you with right now…even though it is super
What to Know About the ‘Combination Exception’ to Infringement Indemnities. As a software licensing attorney I run into the issue of infringement indemnities all the time. These risk shifting contractual clauses can be very confusing for clients, so I thought I would explain (with a real live case and a
What to remember about Saas Reseller Agreement and SaaS OEM Agreement Models!There are essentially 3 different SaaS channel models: referral, reseller and OEM, which are documented in a referral agreement, SaaS reseller agreement and SaaS oem agreement. I discuss these three reseller models a lot with clients, so I thought this
Get started with a free initial consultation—fill out the form below to connect with our experts today!