For SaaS vendors: the terms your product runs on
- Subscription model — per-seat or usage-based, term and renewal, price-increase mechanics that won't shed customers or invite challenge
- Licence, not sale — scope of use, restrictions, and protection of your IP in the platform; customer data stays the customer's, your platform stays yours, and derived or aggregated data needs an explicit home
- Data protection — a GDPR-compliant processing addendum: processor obligations, sub-processor lists and change notice, international transfer mechanics, breach notification. For Irish vendors selling abroad this is the schedule enterprise buyers read first
- Service levels — uptime, support tiers, credits as sole remedy (used honestly)
- Liability architecture — cap tied to subscription fees, carve-outs kept narrow, and consequential-loss exclusions that a buyer's legal team can live with
- Suspension and termination — for non-payment and misuse, plus data return and deletion on exit
For customers: the enterprise agreement you were sent
Vendor paper is optimised for the vendor. The review points that repay attention: whether the liability cap would survive your realistic worst case (a data breach traced to the vendor, a month of downtime in your busy season); auto-renewal windows that arrive before budget season; price escalation on renewal once your data is inside; exit assistance — data export in usable formats, in reasonable time, at known cost; and governing law, because a Delaware arbitration clause converts every dispute into an American dispute. The negotiating leverage is almost entirely pre-signature; use it then or lose it.
Development and integration projects
Custom development adds the classic project risks: specification by iteration, acceptance testing, staged payments against milestones, and — the perennial gap — IP assignment in deliverables, which does not happen by default (see consultancy agreements). Agile working methods and fixed-price contracts can coexist, but only if the contract says how.
How our fees work
You get a fixed quote in writing before any work starts — no hourly-rate surprises and no meter running while you think. If the scope changes, the quote is revised in writing before we continue. In contentious business, a solicitor may not calculate fees or other charges as a percentage or proportion of any award or settlement. How contract solicitor fees work in Ireland →
Frequently asked questions
Do Irish SaaS startups need custom terms or will a template do?
Your terms are part of your product: enterprise buyers, investors and acquirers all read them. A template drafted for another company's product, law and risk profile reads as exactly that in diligence. See DIY vs solicitor-drafted.
What liability cap is normal in SaaS contracts?
Caps referenced to 12 months' subscription fees are the common midpoint, with negotiation around super-caps for data protection breaches. The carve-outs — what sits outside the cap entirely — usually matter more than the multiple.
Can a vendor really delete our data after termination?
If the contract says so, yes — retention periods after termination are commonly 30–90 days. Diary the export before you terminate, and negotiate exit-assistance obligations before signature, when the vendor still wants something from you.
Talk to a solicitor who reads contracts for a living. Call Mary Molloy Solicitors today.
Whether you are drafting terms for your business, handed a contract to sign, or unsure what a clause commits you to, an early conversation costs little and prevents a lot.
📞 Call 01 5827148Try the Contract Risk Checker
richardoshea@marymolloysolicitors.com · Dublin: The Ormond Building, 31–36 Ormond Quay Upper, Dublin 7, D07 EE37 · Kilkenny: 2 Rose Inn Street, Kilkenny, R95 W58D
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