Negotiating SaaS Agreements: Key Contract Provisions and Protections

Data Ownership, Access, and Security; Service Level Agreements; Limitations and Warranties; Indemnification

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

Conducted on Wednesday, November 18, 2020

Recorded event now available

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Program Materials

This CLE webinar will discuss the latest trends in drafting and negotiating Software as a Service (SaaS) agreements. The panel will discuss critical issues to address in negotiations and contract provisions and offer strategies to avoid common contracting pitfalls.


Cloud-based software applications continue to evolve, requiring corporate and technology counsel to continually renegotiate clients' standard software license agreements to fit the new SaaS model.

Well-drafted SaaS agreements address who owns the data, who can access it, protective measures in the event of a data breach, and recovery plans in the event of system failure. Sturdy SaaS contracts also include a service guarantee, which outlines when the data will be made available to the customer and reasonable response times for customer complaints.

Counsel to SaaS customers and vendors must understand the critical clauses to include in SaaS agreements and common challenges with drafting and negotiating the contracts to provide useful guidance to their clients.

Listen as our authoritative panel explains best practices for negotiating and drafting SaaS agreements. The panel will discuss critical provisions and considerations for customers and vendors during contract negotiations.



  1. Drafting and negotiating critical provisions in the SaaS agreement
    1. Ownership of data
    2. Access to data
    3. Data security
    4. Service level agreement
    5. Limitations and warranties
    6. Indemnification
    7. Other significant provisions
  2. Recent legal developments and business trends impacting SaaS agreements


The panel will review these and other high priority issues:

  • What are the primary distinctions between on-site and provider-hosted software? Why does it matter from a legal standpoint?
  • How can concerns about data privacy, security, access, integrity, and recovery be addressed in the SaaS contract?
  • What are some best practices for drafting SaaS agreements to ensure that SaaS services will continue to be available and supported?


Fulkerson, Beth
Beth A. Fulkerson

Culhane Meadows Haughian & Walsh

Ms. Fulkerson’s career has closely followed the development of the internet – from deciding which...  |  Read More

Leong, Nathan
Nathan Leong

Senior Attorney, Director U.S. Health

Mr. Leong is a technology attorney and leads the legal and government affairs team for Microsoft U.S. Health & Life...  |  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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Strafford will process CLE credit for one person on each recording. All formats include program handouts.

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