Data Protection in Cloud Computing Agreements: Allocating Risk, Interplay With Other Terms, Managing Compliance

Recording of a 90-minute CLE webinar with Q&A

This program is included with the Strafford CLE Pass. Click for more information.
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Conducted on Wednesday, June 27, 2018

Recorded event now available

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Course Materials

This CLE course will explore the myriad issues associated with data protection provisions in cloud computing agreements. Business and technology counsel will hear from our expert panel as they discuss issue-spotting, key provisions for inclusion, and practical considerations for crafting data protection measures across different cloud applications.


Data protection ranks as one of the highest priorities for technology counsel when negotiating cloud computing agreements. Counsel for providers, end-users, and third-party vendors all face the challenge of ensuring that clear boundaries are set for the ownership, control, use, and access to hosted data across various service and deployment models. While the advantages of cloud computing are well documented, the exposure from poorly-crafted data protection terms can prove devastating in the event of a breach.

Practitioners approaching the negotiation of these agreements must have a firm grasp on a few key considerations for data protection and how they play in the broader context of other contractual terms and inter-party agreements. For example, the parties’ definition of “ownership” of hosted data should not only narrowly address the user’s intellectual property rights but should also encompass the collateral issues of control over the data’s use and rights of access. The agreement should squarely address liability and indemnity issues for parties to the primary agreement, but what measures are advisable for data management by third-party vendors?

Listen as our panel of experts offers guidance to practitioners facing these issues and provides practical insight on how to address some of the more challenging aspects of negotiating and drafting these contract terms.



  1. Data protection issues in cloud computing
    1. Service platforms
    2. Deployment platforms
  2. Key considerations in drafting
    1. Terms
    2. Interplay with other provisions
    3. Interplay with other agreements
  3. Compliance concerns
    1. Audits
    2. State/local law
    3. Federal/international law


The panel will review these and other key issues:

  • How can data protection terms be crafted to afford broad compliance with privacy laws?
  • How can counsel for users and service providers effectively balance the risks associated with access to data by third-party vendors?
  • How can counsel use the cloud computing agreement’s data protection terms to inform and manage the user’s data retention policy?


Eustice, John
John C. Eustice

Miller & Chevalier

Mr. Eustice's practice focuses on the counseling and representation of businesses and individuals facing complex...  |  Read More

Kinsell, Peter
Peter J. Kinsella

Perkins Coie

Mr. Kinsella practices in his firm's Technology Transactions & Privacy and Intellectual Property practices,...  |  Read More

Tollen, David
David W. Tollen

Sycamore Legal

Mr. Tollen is the author of the American Bar Association’s bestselling manual on technology contracts, The Tech...  |  Read More

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