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On-Premise Software Licensing vs. Cloud Computing Contracts: Advantages and Disadvantages

Perpetual Licenses vs. Term Subscriptions, Rights in Deliverables, Data Management vs. Access, IP Indemnity, Escrow, Amendments

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

This program is included with the Strafford CLE Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Conducted on Tuesday, October 19, 2021

Recorded event now available

or call 1-800-926-7926

This CLE course will advise business and technology counsel on the advantages and disadvantages of using on-premise software licensing agreements (SLAs) versus cloud computing contracts. The program will focus on the key terms in these various contracts and discuss how they differ from traditional software license terms, including when a client may wish to use a perpetual license versus term subscriptions, the rights in deliverables, and how to incorporate intellectual property indemnification. The panel will address some of the most common mistakes attorneys make in drafting these agreements.


The technology services environment is evolving hourly. Determining whether to utilize an on-premises SLA versus a cloud computing contract can present unique challenges for counsel to customers, service providers, and vendors.

While there has been a migration to the cloud, companies will still opt for an on-premises solution. The approaches have different advantages and disadvantages. Counsel and clients together must carefully consider and determine which solution will be a perfect fit. Considerations of software deployment, control, compliance, security, and costs are all factors when determining which choice to make.

While the fundamental difference between a cloud and on-premises software is installed locally on the company's servers or hosted on the vendor's server, on-premises provide more flexibility and control. On the other hand, hosted cloud software removes the pressure of maintaining and updating systems, allowing companies to focus time, effort, and money into fulfilling business strategies.

Listen as our expert panel provides the advantages and disadvantages of both on-premises SLAs and cloud computing contracts. The panel will discuss all the factors to consider when deciding between the two.



  1. On-premise SLAs
  2. Key provisions in SLAs
  3. Cloud computing models and how they impact contracts
  4. Key provisions in cloud computing services agreements: particularly the provisions listed above
  5. Best practices to mitigate risk and speed negotiations


The panel will review these and other relevant topics:

  • What are the key advantages and disadvantages of using on-premises SLAs?
  • When should cloud computing be considered?
  • How can counsel negotiate SLAs and cloud computing to mitigate risks?


Kabak, Benjamin
Benjamin B. Kabak

Loeb & Loeb

Mr. Kabak focuses his practice on technology and outsourcing matters. He advises companies in a variety of industries,...  |  Read More

Overly, Michael
Michael R. Overly

Foley & Lardner

Mr. Overly focuses his practice on drafting and negotiating technology related agreements, software licenses, hardware...  |  Read More

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