Using A Customer's Paper For Your SaaS Deal

It happens all the time. You are a SaaS subscription service provider, and a new customer insists on using their own contract template, but it is not designed for a SaaS transaction. Maybe their form or "paper" is suitable for a sale of goods, a consulting arrangement, custom development work (work for hire), or downloadable software – anything but a SaaS subscription deal. After (politely) pointing out the mismatch, if the customer doubles down, and if you still wish to move forward, it is important that you review the proposed contract with the help of legal counsel to ensure it does not expose you to a level of risk falling outside the normal scope of the relationship.

Below is a checklist of the issues most likely to be missing from a non-SaaS specific agreement that will require careful review: