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PLAYBOOK TEMPLATES

Software as a Service (SaaS) Agreement

A SaaS Agreement governs access to cloud-hosted software services, typically under a subscription model. This playbook covers service uptime, data ownership, termination, and liability limitations for cloud-based offerings.

Pricing and Payment

Why This Matters: Ambiguous pricing provisions can lead to cash flow issues, billing disputes, and unanticipated costs.

Negotiation strategy

If you're the Provider:

Ensure the fee structure is transparent and includes all potential costs. Align payment schedules with cash flow needs and establish clear invoicing procedures.

If you're the Customer:

Negotiate for flexible payment terms that accommodate project timelines. Ensure change orders are clearly defined to allow for equitable pricing adjustments.

Essential elements

1

Payment Schedule

Timelines for payment obligations.
2

Invoicing Procedures

Steps for issuing and processing invoices.
3

Change Order Impact

Adjustments due to scope changes.

Action framework

ACCEPT

Propose edits when payment terms are unclear or misaligned with financial policies.

EDIT

Reject clauses that lack transparency or fair dispute resolution mechanisms.

ADD

Add language for handling change orders and pricing adjustments.

PRO TIP

Always ensure that pricing terms are adaptable to changes, ensuring a fair and predictable financial arrangement.

Example clauses

FAVORABLE

Transparent Fee Structure

"The parties agree to a fee structure as outlined in Exhibit A, with payments due within 30 days of invoice receipt."
NEUTRAL

Standard Payment Terms

"Payments shall be made according to the schedule in Exhibit B."
UNFAVORABLE

Ambiguous Payment Clause

"Payments will be made as agreed upon, without specific timelines."

Fallbacks

High-Risk Projects

In high-risk projects, ensure that payment terms include milestones to mitigate financial exposure.

Long-Term Contracts

For long-term contracts, incorporate periodic reviews of pricing terms to adjust for market changes.

International Agreements

In international agreements, consider currency fluctuations and include clauses for exchange rate adjustments.
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