Contract Negotiation Handbook: Software as a Service - Softcover

Guth, Stephen

Softcover

ISBN 10: 0988830809 ISBN 13: 9780988830806

Publisher: Guth Ventures LLC, 2013

Synopsis

A Hands-On Guide for Contracting in the Cloud. Stephen Guth's latest book zeros in on the high-stakes negotiations of Software as a Service procurements. Covering topics from audit rights to data privacy to service levels, the Contract Negotiation Handbook: Software as a Service dissects a cloud computing contract line-by-line with easy to understand explanations, preparing you to successfully counter service provider negotiation ploys. Based on years of real-life experience, the practical negotiation tactics described in this how-to book could save you money on your next cloud computing procurement and protect you from taking on unnecessary risk. Whether you're an attorney, a procurement professional, or just looking to get the best possible deal, this book has something for you. Don't negotiate your next cloud computing contract without it!

About this title

From the Author:

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 Users
• Service Levels and Liquidated Damages for Non-Performance
• Subscriber Audit Rights
• Emergency Maintenance
• Stealth Maintenance
• Changes in Functionality
• Data Security and Privacy
• Location of Data and Services
• Data Ownership and Extraction Rights
• Compliance with Laws
• Development and Testing Environments
• Effect of Conflicting "Click-Through" Agreements
• SaaS-Specific Escrow
• Force Majeure
• Backup and Recovery
• Business Continuity
• Viruses and Malware
• Scalability of Data Storage Amounts
• Intellectual Property Rights
• Proprietary Rights Indemnification
• Technical Support
• Termination Transition Assistance to a Successor Service Provider
• Cooperation with Other Suppliers
• Use of Subcontractors
• Auto-Renewals

From the Inside Flap:

Guth describes his approach in explaining the cloud services contract template included in the Contract Negotiation Handbook: Software as a Service, "I deconstruct the Master Software as a Service Agreement section-by-section and provision-by-provision, describing and explaining any tips, tricks, or traps. This book isn't an academic treatise on cloud computing contract negotiations--it's a practical, how-to guide."

Says Guth, "There are a ton of advantages in moving to the cloud, but remember that your data and your functionality are not on your servers anymore--they're in the hands of the service provider, usually with other tenants in the public cloud. When contracting for cloud services, you're impliedly putting a lot of trust in the service provider. Without a comprehensive cloud computing contract or SaaS contract in place, you're facing huge risks."

The book covers key contract provisions to mitigate risks specific to cloud computing and SaaS. Guth explains the financial and reputational risks, "Without robust service levels, you could suffer service performance issues that dramatically impact your business operations. Financial risks also include the ongoing viability of a service provider. Those risks, however, are not nearly as painful as responding to reporters' or government investigators' questions regarding deficiencies related to the privacy and security of your data. My book addresses all of those risks and more through clear contract language."

The book includes a free downloadable Master Software as a Service Agreement contract template.

About this edition

• Publisher: Guth Ventures LLC
• Publication date: 2013
• ISBN 10: 0988830809
• ISBN 13: 9780988830806
• Binding: Paperback
• Number of pages: 249