A: This is a great question as many business SaaS providers are confused about SaaS agreements and if they are the same as a software license. There is indeed a difference between a SaaS agreement and a software license. The main difference is that a software license provides a customer the right to tangible products or services that are delivered in some format. In contrast a SaaS does not deliver products or services since the software and platform remain with the provider. As a result, a SaaS promises the customer access and use of the provider’s cloud services remotely via the internet or private network. When SaaS is being provided to enterprises or B2B clients, for their internal business purposes, providers will often use a master SaaS agreement that can be negotiated and signed. Please also see this informative Contracts Counsel resource on SaaS Agreements https://www.contractscounsel.com/t/us/saas-agreement

A: A perpetual license generally authorizes use of a specific version of a software program indefinitely with the payment of a single upfront fee. However, software companies usually limit supplemental support and updates to a specific time (i.e., three years) and when that period ends, gives the customer the option to use the current version with or without paid support. Consequently, if there is a perpetual license in place your company should be free to continue to use your particular version of the software indefinitely without the requirement to move to a subscription-based plan unless your company requires tech support or any type of update/upgrade to continue to use the software which does not seem to be the case here. Nevertheless, the original user agreement and any ancillary agreements should be reviewed to determine factors such as the actual type of license and the powers/rights of the software vendor and your company to terminate or invalidate the license. If you would like a legal review of the user agreement/services contract you can post a contract review project on this platform, based on your question, to receive and compare multiple proposals from licensed attorneys who are registered and verified. Once you receive a response from an attorney you will be able to correspond through the platform to help with your decision to hire that attorney for the project.

A: You are on the right track since a well-drafted distribution/licensing agreement(s) is absolutely essential to protect an inventor’s IP rights when outsourcing the manufacturing of proprietary products. You can post your question, as a project, on this platform to receive and compare multiple proposals from licensed attorneys who are registered and verified. Once you receive a response(s) you will be able to correspond through the platform or request a call to help with your decision to hire a particular attorney for the project. Best of luck!