What are SaaS terms and conditions?
The basics: This document provides a standard set of terms and conditions that should be available on a business’s website where the customer can place an order for software.
Protects the supplier: As the supplier of software, you are allowing customers to use software that has been created by you (or your licensors). To protect your rights in that software, it is vital that you have clear terms in place that govern how the customers can (and cannot) purchase and use the software. Unrestricted use of software by a customer could have commercial and reputational implications for your business.
How do I make sure customers accept these terms and conditions?
Terms and conditions are not signed by customers, so need to be accepted by them in another way. The SaaS terms and conditions should be presented to customers clearly when they are making their purchase of the software via your website.
It is also crucial that you provide some mechanism for the customer to actively "accept" the terms, e.g. via a tick box or clicking "I Accept" at the checkout stage. Otherwise, the customer may argue that they never agreed to the SaaS terms of service.
What does this SaaS terms and conditions template include?
Key provisions: Docue’s dynamic template SaaS terms and conditions template covers, among other things, the following matters:
- Order process: details of how orders are placed and accepted via the website;
- Licence: a licence to allow the customer to use the software;
- Licence restrictions: restrictions on the use of the software by the customer, so that the licence is not too wide and unrestricted;
- Consumer protections: if the software is being provided to individual consumers, consumer protection laws in the UK require certain protections to be offered to consumers in contracts. These SaaS terms and conditions include those protections where you select the option that the customers include consumers;
- Supplier’s liability: if you are the supplier, the SaaS terms and conditions template includes optional clauses to include limitations and exclusions on your liability and potential financial exposure, in the event that there is a claim by a customer under the contract relating to the software being provided; and
- Termination rights: a section can be included that sets out the supplier’s right to bring the agreement to an end early.
What other documents might I need when selling software online?
Refer to other legal terms: the SaaS terms and conditions template also includes the option to refer to other legal terms, that may be relevant when selling software online. This includes:
- EULA - a EULA (end user licence agreement) grants a right to an end user to use software, and sets out ways in which the software can be used by that user. A EULA could be relevant, for example, where a business is purchasing the software online, but the software will be used by a number of different end-users (e.g. employees) on behalf of the business. In that case, you would have: (i) the SaaS terms and conditions for the terms that relate to the actual purchase of the software; and (ii) a EULA for the terms that relate to the use of the software.
- SLA - a service level agreement (SLA) is an agreement that sets out the service standards the supplier/software provider will achieve when providing its software and any associated services to the customer.
- DPA - a data processing agreement (DPA) is a contract between a controller and a processor. It is a legal requirement of UK data protection law to put in place a contract where a controller (a party who decides the legal basis and purpose for processing personal data), is sharing personal data with a processor (someone who is using that personal data in accordance with the controller's instructions).
When should I use Docue’s SaaS terms and conditions template?
When to use: This SaaS terms and conditions template contains both business-to-business and business-to-consumer terms and includes a licence (and restrictions) for the customer to use software, when software is being purchased online. This document assumes that both the customer and the business are based or (if they are a company) are incorporated in the UK, and that English law applies.
When should I use a different template?
You should not use this document if you sell tangible goods or supply tangible services:
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Physical goods: if you are supplying physical goods or products to customers, you should use our template online terms for the sale of goods;
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Services that don’t include software: if you are supplying services to customers, and the customers are purchasing those services online, you should use our template online terms for the supply of services.
What other documents do I need on my website?
Website terms of use: SaaS terms and conditions deal with sales of software made to customers online. However, it does not cover how a customer can use the website, and any restrictions you want to impose on their use. You should have separate website terms of use in place to deal with that.
Acceptable use policy: an acceptable use policyis used to specifically govern a website visitor’s use of the function or features of, or information presented on, a website.
Don’t forget about data protection!: If you are making sales online, you will collect personal data about customers via their use of your website and when they place their order. It’s therefore vital that you have certain documents on your website to comply with data protection laws - this includes a website privacy notice and a cookie notice. Find out more about website compliance here.
How can Docue help your business?
Content made by lawyers: Docue’s SaaS terms and conditions template allows you to create a top-quality document in minutes. The service includes model clauses designed by lawyers to help you draft the terms yourself and tailor them to your needs. And don’t worry if you get stuck along the way - Docue’s lawyer-drafted guidance notes are there to help you navigate through the process.
Whole contract process: After you have created your bespoke SaaS terms and conditions, you can store them (and any other documents) in Docue’s secure storage vault, Docue Drive.
Tags: SaaS terms of service, terms and conditions for software, SaaS terms and conditions, software as a service terms and conditions, software terms, sale of software, subscription terms, software subscription
