David Tollen is the author of The Tech Contracts Handbook, the American Bar Association`s best-selling guide to computer agreements. He is a lawyer, expert and founder of Sycamore Legal, P.C., an information, IP and data protection firm in San Francisco. His practice focuses on software licenses, cloud computing agreements and other computer transactions. David is also a professor at the U.C. Berkeley Law School. After all, he is the founder of the Tech Contracts Academy and our head coach. This agreement regulates the provision of software and service (SaaS) to customers via the Internet. On the other hand, in the case of a SaaS agreement, the customer does not put software on a computer – or copy it at all. The software is on the manufacturer`s computers, and the customer simply accesses it. Without copies, copyright plays no role in the engagement of services, so the client does not need a copyright license. A simple authorization is required: “For the duration of the agreement, the customer can access and use the system.” (You`ll find more examples of languages in The Tech Contracts Handbook Chap.
I.E.1 as well as in the examples in our clause archive.) Traditionally, vendors grant customers a subscription rather than a software license. For the duration of the subscription, the customer is entitled to: this saaS as-a-service software agreement (the “SaaS agreement”) is concluded and, as of date, the TOMIA license or part of it to the customer, from and between Telarix Inc., a Delaware company headquartered in 1950 Old Gallows Rd 800, Vienna, VA 22182 USA or one of its related companies (“TOMIA”) or the proposal presented in the applicable proposal that refers to this agreement SaaS (“customer”), is provided. The obligation in principle of the supplier under the agreement is to make its software available to the customer as a service on the internet. A license to use this software is granted to the customer, subject to a series of restrictions and prohibitions that can be optimized on a case-by-case basis. The confusion stems from the role of “software” in software-as-a-service. You can cut this confusion by asking what the client is going to do with the software. If the customer puts a copy on a computer — if it is local software — they need a license. Copyright gives the owner of the software a monopoly on the right to copy it, so the customer needs a copyright license to make copies. The rule is the same if the customer owns the computer that receives the copy or uses computers provided by the data center manufacturer. (In fact, copyright has some confusing rules about whether the user actually needs a license to store a single copy on a single computer, but that`s not important here.) Of course, your deal can include both SaaS software and on-premise software.
A SaaS provider can offer its main online offering, but also provide an app for customers` computers – something that helps these computers talk to the online service. Don`t get confused. What you need is a software license for this installed application that is included in the broader SaaS subscription contract. The license only corrects the installed application, not the SaaS system on the manufacturer`s computers.