Software As A Service (SAAS) Agreement


Page 13
Format Microsoft Word


SAAS Agreement Template

What does this agreement do?
A SaaS Agreement, sometimes referred to as “on-demand software” is a services agreement in which software is provided on a subscription basis and is centrally hosted. It usually does not require the user to install anything and is accessed by using a thin client via a web browser. Essentially, it’s software being made available via the Internet to users.

Why do I need this?
A SaaS Agreement provides the terms of subscription in relation to privacy, data security, performance and up-time guarantees, disaster recovery, and data back-ups.

What’s the main benefit?
A SaaS Agreement clearly outlines the rights and obligations of the service provider.

Additional key points

  • The customer should get a subscription, not a software license. The customer gets a right “to receive the Service” or “to use the System” so long as the subscription lasts. Of course, you can describe the vendor’s offering as “a license to the Service,” but that suggests some kind of copyright license, and it’s hard to predict what a court will do with it if the parties get into litigation.
  • Are service levels applicable? You should consider a service level agreement (SLA) for a SaaS contract. Most SLA’s address time-frames for fixing errors or minimum performance standards—speed, latency, etc.—or both
  • What are the obligations in relation to customer data? Data management and security play a more important role in SaaS deals than in most software licenses. The customer’s sensitive data generally sits on the vendor’s computers, along with the software, rather than on the customer’s computers. That’s why many SaaS contracts include a data clause, addressing the vendor’s obligations for managing data and for keeping it secure.
  • SaaS customers generally don’t risk suits about copyright infringement, including open source suits, because they’re not copying any software. So they usually don’t need indemnities against copyright suits. Of course, the flip-side is that vendors don’t face much risk if they grant copyright indemnities. Patent indemnities, however, can play a key role in SaaS contracts because the customer could get dragged into a patent suit, even without copying the software. Some vendors grant patent indemnities only, others grant broad IP indemnities, and still others grant no indemnity at all.

Frequently Asked Questions

  1. What will be included with my purchase?
    When you download one of our documents, you’ll receive a high-quality, industry focused legal document. If you need any additional advice or amendments, you can book an appointment with one of our specialist lawyers via the online form.
  2. How soon will I receive my document?
    Once you have completed the online payment process, the form will begin to download automatically. You will be asked for a location on your computer and where you want the form saved.
  3. Will my document be legally enforceable?
    Yes. All of our documents have been developed over many years and are based on specific industry experience. Once the information has been completed and signed by the parties, it becomes legally binding.
  4. Can I get personalised help with my document?
    Yes. Some of the documents may require specialist advice which Bayard Lawyers can provide. Simply book an appointment online to discuss your specific needs.
  5. Can I cancel my order?
    No. We regret that once payment has been authorised and the document downloaded, we cannot refund your money.