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SaaS Contract Red-Flags Checklist

A checklist of the SaaS contract clauses to check and negotiate before signing, rated Critical, High or Medium.

First page of SaaS Contract Red-Flags Checklist

What's inside

  • A contract review header: vendor, product, annual value, term, renewal date and reviewer.
  • Pricing and renewal: price-increase caps, auto-renewal notice, ratcheting minimums, prepaid fees and overage charges.
  • Data ownership and egress: ownership, export format, egress fees, retention after termination and use of your data to train AI models.
  • Liability and indemnity: mutual caps, carve-outs, IP indemnity and consequential damages.
  • SLA definitions: how uptime is defined, exclusions, service credits and a right to terminate for repeated failure.
  • Exit assistance and security obligations: exit support and fees, schema documentation, certifications, breach notification, penetration testing and subprocessors.
  • Each check explains what to negotiate and has columns for status and the contract clause reference.

Format: PDF (4 pages).

How to use it

Mark up a SaaS agreement against it before signing or renewing.

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