A Software as a Service Agreement (SaaS) is a document that grants a business the right to use the provider’s software. The software license is non-exclusive and is generally paid for through a member subscription. Employees can be authorized to use the licensed software, after training and qualifying to do so, and they are known as administrator users.

In a SaaS Agreement, the specific software is identified for use by the customer, who cannot sub-license it. The hosted services can only be used by the officers, employees, or subcontractors who the customer specifies to the provider, and at no time may others access passwords to use the software. Whether you are an embedded integration platform as a service (iPaaS), a B2B software company, or a customer of one, a Boca Raton software as a service agreement lawyer can provide the proper contracts tailored to your mission. Our corporate law attorneys work for you.

Patent and Copyright Protection for Software

There is a critical step necessary before a developer in Boca Raton enters into a SaaS Agreement, and that is to ensure the software is patented and copyright protected. Patents protect inventions from infringement, and those issued for software are usually utility patents that cover processes, original ideas, compositions of matter, and machines. The software to be registered must be original, useful, and contain a non-obvious piece of code.

Registering a copyright will protect the written software source code, which qualifies as a literary expression under the United States Copyright Act. However, the original idea that germinated into the written code is not protected and will require a patent to stop infringers. An intellectual property lawyer who drafts a Software as a Service Agreement protects clients from both breach of a contract and infringement on a client’s patented and copyrighted software.

Breaching a Software as a Service Agreement

When a software provider and a company licensing it enter into a SaaS Agreement, it should explain how payment will be made, how long the licensing period is, and what the remedy for breach will be. Although the parties have high hopes for a successful business relationship, breach must be anticipated so the parties understand what will happen if they do not hold up their end of the bargain for consideration. A breach could include failure on the user’s part to pay for the service or letting unauthorized people participate. A provider could fail to keep the software current and working properly.

An SaaS Agreement could provide for a cure period if a breach can be rectified, but if it is material, then the aggrieved party could suspend fulfilling their duties and sue the breaching party for their losses under contract law. If the user has breached it by pilfering the software, the matter can also be handled first with a cease-and-desist letter from the owner’s lawyer. If that does not work, it can move to a federal lawsuit for infringement, in which the court could grant injunctive relief to make the software thief stop using it, award monetary damages, and in extreme cases, award the prevailing party attorney’s fees.

For help understanding what this special contract should include, a Boca Raton Software as a Service Agreement attorney could provide important counsel to both a business and a software developer.

 Let an Attorney in Boca Raton Draft Your Software as a Service Agreement

If you are ready to license and protect your proprietary software, or are a business that needs to use it, we are ready to assist you with the proper contract. If you have not registered your copyright or would like to know more about a patent, we are also happy to assist, which could work in tandem with a licensing agreement.

Contact us to schedule a consultation with a Boca Raton Software as a Service Agreement lawyer and let us draft or review the document that facilitates better business. You need to ensure your business is protected and that all terms of the license are understood.

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