SaaS and technology contracts

I draft and review SaaS, reseller and technology contracts for UK software businesses for a fixed fee of £2,000 to £3,500 plus VAT, delivered in ten working days. I am Geoffrey Caesar, a solicitor of England and Wales admitted in 2008, working on commercial contracts since 2001. I am based in London and act for businesses across England and Wales.

Software contracts fail in specific and predictable ways. Service levels that promise more than the infrastructure can deliver. Liability caps that ignore the fact that your customer's whole operation now runs on your product. Data provisions bolted on afterwards. Reseller terms that hand over the customer relationship permanently in exchange for one deal.

These are not really drafting problems. They are commercial problems that show up in the drafting, and they need someone who has seen how the model works from the inside.

What it costs

• SaaS terms of service, £2,000 plus VAT. Your standard customer-facing terms. Ten working days.
• Reseller or partner agreement, £2,750 plus VAT. Channel, referral or white label arrangements.
• Complex or enterprise agreement, £3,500 plus VAT. Enterprise MSA, multi-jurisdiction supply or heavy data elements.

Reviewing a contract someone has sent you, rather than drafting your own, is £450 or £850 plus VAT depending on length and complexity.

What you get

• A contract drafted around how your product is actually sold, delivered and supported
• Service levels you can meet, with remedies that are proportionate rather than aspirational
• A liability position that is defensible and will survive enterprise procurement
• IP and data provisions that fit together rather than contradicting each other
• A commercial note on where you will get pushback and what is worth conceding
• One round of amendments

What is not included

• Negotiating individual enterprise deals, which I quote separately
• Advice on the law of jurisdictions outside England and Wales
• Technical security certification or audit
• Regulatory advice for regulated sectors such as financial services or health

How long it takes

Ten working days from payment. If you are up against a procurement deadline, say so in your first email and I will tell you what is achievable.

How to instruct me

1. Email me. Send any relevant documents, or three or four lines describing the situation and your deadline. You do not need to prepare a brief.
2. I confirm the scope, the price and the timetable. In writing, usually the same working day, and if a short call would help I will offer one at no charge. I then invoice you, and the work starts once the invoice is paid. Larger pieces of work can be split into milestone payments if that suits you better.
3. I deliver on the agreed date. With a call or a follow-up exchange included, so you are not paying again to understand the advice.

Why instruct me directly

A law firm has premises, partners, support staff, marketing and a compliance department, and every hour it bills has to carry a share of all of it. I have none of that. You are paying for the lawyer and nothing else.

• Senior attention as standard. The person who reads your contract is the person you emailed. Nothing is delegated to a trainee.
• In-house and private practice experience. I know what a clause does to a business six months later, not just what it says.
• No onboarding process. Email, scope, fixed price, invoice, work. There is no client portal to register with and no forms to complete.
• Better value for the same expertise. Without a firm's overheads, senior time costs less, which is why fixed fees at this level are possible at all.
• Fixed prices, published. You know the number before you commit. I publish them because cost uncertainty is the main reason businesses do not take advice they need.

Who this is for

• You are selling into larger companies for the first time and your paper has to survive their legal review
• You are launching a reseller, channel or white label arrangement
• Your terms were written before your product changed
• You have AI features in your product and your contracts say nothing about them

Questions I am often asked

How much does a SaaS contract cost to draft?

£2,000 plus VAT for a standard set of SaaS terms of service, £2,750 plus VAT for a reseller or partner agreement, and £3,500 plus VAT for an enterprise MSA or anything with heavy data or multi-jurisdiction elements.

Reviewing a SaaS contract someone has sent you is £450 or £850 plus VAT depending on length.

What kinds of technology contract do you cover?

SaaS subscription terms, enterprise master services agreements and order forms, service level agreements, reseller and channel partner agreements, white label and OEM arrangements, software licensing, API terms, data processing and security schedules, source code escrow and continuity, and IP ownership and open source questions.

We have terms from a previous company. Can we reuse them?

Sometimes, as a starting point. But terms are built around a specific delivery model, pricing structure and risk profile, and reused terms usually carry provisions that no longer describe anything you do. I can review them for £450 and tell you whether they can be adapted, which is often a good deal cheaper than a full redraft.

How do we handle AI features in our product?

Carefully, and it is increasingly the first thing enterprise customers ask about. Output ownership, training data, hallucination liability and audit rights all need express treatment, and standard software terms address none of them.

What service levels should we offer?

Whatever you can actually meet, with a margin. The most common mistake is promising 99.9 per cent because a competitor does, without knowing your own historic uptime or what the remedy will cost you. We work backwards from what your infrastructure actually delivers.

Do we need a separate data processing agreement?

If you process personal data on your customer's behalf, yes, and it is a statutory requirement rather than a nicety. It can sit as a schedule to the main agreement.

Can you help if we are based outside the UK?

Yes, where the contract is governed by English law, which is common in international technology contracting. I advise on English and Welsh law only and will say clearly where a question needs local input.

About me

I am Geoffrey Caesar. I have worked on commercial contracts since 2001, first in industry and then in private practice, so I have sat on both sides of the table: as the in-house lawyer who has to live with the contract, and as the external adviser who drafts it.

• Solicitor of England and Wales, admitted 2008. SRA ID 483394.
• Practising as an SRA-regulated freelance solicitor under regulation 10.2(b) of the SRA Authorisation of Individuals Regulations. Practice SRA number 666497.
• Regulated by the Solicitors Regulation Authority and authorised to provide all legal services, including reserved legal activities.
• Called to the Bar by Gray's Inn in 2005.
• Working on commercial contracts since 2001, in-house and in private practice.
• Based in London, acting for businesses across England and Wales.
• Professional indemnity insurance in place with a limit of £1,000,000 for each claim, with defence costs in addition. Details on request.
• I do not hold client money.

Two things you should know about instructing a freelance solicitor rather than a law firm. My professional indemnity insurance is not on the SRA's minimum terms and conditions; alternative arrangements are in place instead, and I will give you the details on request. And you can still apply to the SRA Compensation Fund for losses caused by dishonesty or a failure to account for money. Everything else, including the Code of Conduct, the SRA Principles and the Legal Ombudsman, applies to me exactly as it applies to any other solicitor.

Related services

• Data protection agreements and privacy terms, £950 plus VAT
• AI contracts and AI use policies, from £850 plus VAT
• Contract review, £450 plus VAT, if the other side sent theirs

Last reviewed: September 2026. Email geoffrey@caesar.co.uk.