Warranty Disclaimers in SaaS Agreements: What Tech Companies Must Include and Why
A customer signs your SaaS subscription agreement and begins using your platform. Six months later, they claim the software failed to perform as you described in a sales call, that your API produced incorrect results that caused them to make a bad business decision, and that your platform should have…
Governing Law and Jurisdiction Clauses in SaaS Contracts: How to Choose and Why It Matters
Your SaaS company is based in California. Your enterprise customer is headquartered in New York. A dispute arises over a data breach, a missed SLA, or an intellectual property claim. Which state’s laws govern the outcome? Which courts hear the case? If your contract is silent on these questions, a…
Force Majeure Clauses in SaaS and Tech Contracts: What They Cover and When They Apply
A pandemic shuts down data centers. A major cloud provider suffers a region-wide outage. A cyberattack takes down a third-party payment processor your platform depends on. Your SaaS agreement says you guarantee 99.9% uptime — but none of those events were remotely within your control. Force majeure clauses exist to…
Software Escrow Agreement: What SaaS Companies and Their Customers Need to Know
Your SaaS vendor has been a reliable partner for three years. Then they get acquired, run out of funding, or simply shut down. Overnight, your team loses access to software that powers critical business operations — and you have no way to recover the platform, the source code, or even…
SaaS White-Label and Reseller Agreement: Legal Requirements for Channel Partnerships
Selling your SaaS product through channel partners — resellers, agencies, or white-label distributors who rebrand your platform for their own customers — can accelerate growth faster than direct sales alone. But the legal structure of a white-label or reseller relationship is fundamentally different from a standard customer relationship, and most…
Master Service Agreement for SaaS: How It Works and What to Watch in Customer MSAs
If your SaaS company sells to other businesses, you have almost certainly encountered the term “Master Service Agreement” in an enterprise sales cycle. The customer’s procurement team sends their standard MSA, your account executive asks legal to review it, and the deal stalls for weeks while both sides trade redlines…
Acceptable Use Policy for SaaS: What It Must Include and Why It Is Not Your ToS
Most SaaS founders think about their Terms of Service as the document that governs the relationship with their customers. But there is a category of prohibited behavior that needs its own dedicated document: what users are and are not allowed to do with your platform. A well-drafted Acceptable Use Policy…
HIPAA Business Associate Agreement (BAA): What SaaS Companies Need to Know
If your SaaS platform handles, stores, or processes health data on behalf of a healthcare provider, health insurer, or any other HIPAA-covered entity, you are almost certainly a business associate under federal law. That classification triggers a specific legal requirement: a signed Business Associate Agreement (BAA) with every covered entity…
API Terms of Use: What Software Companies Need in Their Developer Agreement
When a company opens an API to external developers, it creates a relationship that looks nothing like a standard SaaS customer agreement. Developers are not end users buying access to a finished product. They are building applications that depend on your infrastructure, your data, and your uptime. They can generate…