What to do next
Pin down IP and data ownership
Clarify who owns configurations, integrations, and anything custom-built, and confirm you retain ownership of your own data. Check what rights the vendor takes to use your data, including for model training.
Check the privacy and security terms
Where is data hosted, who can access it, what happens on a breach, and does the arrangement satisfy the privacy law you're subject to (GDPR, state privacy laws, PIPEDA or Quebec's Law 25 in Canada)? A data processing agreement is often required.
Read the liability cap and the exit
Liability is usually capped at a few months' fees, which may be far below your actual exposure. Confirm termination rights, notice periods, price-increase mechanics, and data-export obligations on exit.
Frequently asked questions
Who owns data in a SaaS contract?
You should retain ownership of your own data, with the vendor holding only a limited licence to provide the service. If the contract says otherwise, that's a red flag worth negotiating.
Are SLA credits meaningful?
Often they're modest and are the only remedy for downtime. If uptime is business-critical, negotiate stronger commitments or termination rights rather than relying on small credits.
Do I need a data processing agreement?
If personal data is involved, frequently yes — privacy laws in the EU, several US states, and Canada impose obligations that flow through to your vendors.
Can standard vendor terms be negotiated?
More often than buyers assume, particularly on liability, data, and exit, and especially where the contract value is meaningful to the vendor.
This is general information, not legal advice. Laws vary by location and every situation is different — speak with a qualified lawyer about your specific circumstances.