Contract Negotiation Handbook: Software as a Service
The Contract Negotiation Handbook: Software as a Service is written around a subscriber-favorable cloud license contract template, the "SaaS Agreement," included in the book as an appendix. The book prepares the reader to negotiate favorable contract terms and conditions with a cloud service provider's representative who sells cloud services on a daily basis and knows every negotiation ploy and tactic there is.Since the success of a cloud computing contract negotiation is dependent upon a subscriber using its own cloud contract template, the book first describes how a subscriber can best position itself to persuade a cloud service provider to use the subscriber's SaaS template.The bulk of the book focuses on contracting for cloud services and the SaaS Agreement. The legalese of key sections and provisions of the SaaS Agreement are examined through plain, easy to understand explanations.The explanations include why the described contract language is important to a subscriber, how it impacts or benefits a subscriber, and how a cloud service provider might respond to the particular contract provision.The book's contents mirror the outline of the major sections and provisions of the SaaS Agreement.While some sections and provisions are common to technology-related buyer-seller agreements, the following topics are particularly relevant to cloud licensing and ample portions of the book are dedicated to their explanation:Scalability of Subscriber UsersService Levels and Liquidated Damages for Non-PerformanceSubscriber Audit RightsEmergency MaintenanceStealth MaintenanceChanges in FunctionalityData Security and PrivacyLocation of Data and ServicesData Ownership and Extraction RightsCompliance with LawsDevelopment and Testing EnvironmentsEffect of Conflicting "Click-Through" AgreementsSaaS-Specific EscrowForce MajeureBackup and RecoveryBusiness ContinuityViruses and MalwareScalability of Data Storage AmountsIntellectual Property RightsProprietary Rights IndemnificationTechnical SupportTermination Transition Assistance to a Successor Service ProviderCooperation with Other SuppliersUse of SubcontractorsAuto-Renewals