I have said this in the past, and I will say it again.

I believe the SaaS industry is really cool and profitable.

Just like any other business, as long as you can solve people's problems, then you have a solid product in hand.

But most people don't know about the legal side of running a SaaS business.

And I know this because I have talked to such people.

AND also recently helped one!

So, our client, a software developer company, had a handful of enterprise solutions that they offered both to businesses and individuals.

They were approached by a big corporation, that wanted to use their software internally.

Exciting, right? But they needed an agreement for it!

Problems:

1) Past Contractual Hassles:

The client earlier had a bad contractual experience with one of their previous customers.

The client tried to finalize the agreement but ended up having multiple back and forth in the deal.

And that took too long to finalize, and they lost the project ultimately.

2) Template Trouble:

They were using a template agreement for smaller deals.

But because they had certain variable offerings, whenever they sent the contract to their client, they used to receive it with countless changes.

And even smaller deals took too much time to sign.

3) Big Opportunity, Big Protection:

The client obviously wanted to close this deal, but they also wanted to protect their interests at the same time.

Solutions:

1) Simplifying Small Deals:

We first focused on streamlining the contracting process for their smaller deals.

That's why we focused on their standard agreement first - for smaller clients such as individuals.

We made a non-negotiable agreement with standard provisions of their SaaS offerings, Performance guarantees, and limited indemnity provisions on behalf of the vendor.

And we also left a little room for modifying the particulars, if need be.

2) Dealing with Big Client:

We prepared the draft for the agreement, based on their agreed arrangement.

And specified the features of the product, set a cap on max users allowed to access, tiered support mechanism, product prices, and standard of performance.

The corporation also asked for certain special features which were added.

So to recoup this cost, a minimum contractual period was specified.

3) Protecting Our Client:

Some back and forth took place, as they had certain “standard provisions” they had to keep in every vendor contract.

Now these were either excessive or not applicable in this case.

Some extremely excessive data protection obligations were also levied on our client.

We negotiated it and got it toned down.

Finally, we specified a non-compete for a nominal duration, as given the size of the corporation, they could have developed a similar offering for commercial purposes as well.

That was a lot of work!

Focusing on Two Types of clients our client was going to serve, and drafting two different agreements for them.

But in the end, our client was equipped to provide their offerings to individuals AND that specific big client.

Basically, making sure the whole deal was smooth in the end!

I hope you enjoyed this week's case study!

If you ever need a custom solution like this, don't hesitate to reach out! :)

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Have a great rest of the Sunday!

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