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What should a template B2B sales contract have?

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What's the right template to use for B2B sales contracts?

Getting to the point that you’re starting to sell your B2B tech product and getting a bit lost in the legal mess of contracts? You’re not alone. Selling your B2B software product is often more of an issue than building it. Every sales deal you close needs to have an executed contract. Knowing where to start with your contracting is tough. One common way to get started is to get a contract template for you business. So what should a template B2B sales contract have in it?

Understanding What A B2B Sales Contract Is:

B2B sales contracts serve as the glue holding together successful business transactions, outlining the terms, conditions, and expectations between parties. It’s what you can rely on when you need someone to pay you as well as a guide for the customer as to what they should expect from you. While there’s no one-size-fits-all template (although there are a lot of places to get an off the shelf template B2B sales contract), a well-structured B2B sales contract should address key elements specific to the tech industry.

1. Customization for Tech Startups:

  • Tech startups, particularly those specializing in B2B software sales, require contracts tailored to their unique and specific needs. The right template should accommodate the intricacies of software transactions, including licensing terms, intellectual property considerations, and support services. Know your product and you’ll know what you need.

2. Comprehensive Description of Products/Services:

  • Clearly articulate the products or services being sold, specifying features, functionalities, and any customization options. This provides a solid foundation for both parties, reducing the likelihood of misunderstandings. This should include both your product and the support services that come along with it, including support hours.

3. Pricing and Payment Terms:

  • Outline the pricing structure, payment terms, and any associated fees. The template should be flexible enough to accommodate various payment models prevalent in the tech industry, such as subscription-based or milestone-based payments. It should outline the number of days to pay and the implications of not paying.

4. Intellectual Property Rights:

  • In the tech landscape, intellectual property is often a focal point. Ensure the template addresses ownership, licensing, and usage rights of any intellectual property involved in the transaction. This is every tech product specific. You need to think about how you’ll separate out your products IP with that IP of anything that the customer will upload into your product.

5. Tech-Specific Legal Jargon:

  • The right template should be adept at handling tech-specific legal language, ensuring precision and clarity. This is important for addressing intricate clauses related to software development, licensing agreements, and data protection. All of these things should be outlined and defined in a definitions section of the template B2B sales template.
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What A Contract Template Should Include

A B2B SaaS contract template should be comprehensive and clear, outlining the terms and conditions of the agreement between your SaaS company and the business customer. While contract templates can vary depending on specific needs and industry standards, here are key elements that should typically be included:

1. Parties:

  • Clearly identify the parties involved, including your SaaS company’s legal name and the customer’s legal name, addresses, and contact information.

2. Definitions:

  • Define important terms used in the contract, especially those that may have specific meanings within the context of the agreement. This helps avoid misunderstandings.

3. Scope of Services:

  • Describe the SaaS services being provided, including details on features, functionalities, and any limitations. Specify whether this is a subscription-based service, and if so, include the pricing and payment terms.

4. Access and Support:

  • Outline how the customer will access the SaaS platform, any user accounts or credentials provided, and the level of support or customer service they can expect.

5. Service Level Agreement (SLA):

  • When applicable, include details of the SLA, including uptime guarantees, response times for support, and procedures for reporting and resolving service issues.

6. Data Privacy and Security:

  • Address how customer data will be handled, protected, and stored. Specify data retention policies, encryption measures, and compliance with data protection regulations (e.g., GDPR). Include any data processing agreements if necessary.

7. Intellectual Property:

  • Clarify ownership of intellectual property, including the SaaS software itself and any customer-generated content or data within the platform.

8. Confidentiality:

  • Define the obligations of both parties regarding the protection of confidential information shared during the course of the agreement.

9. Term and Termination:

  • Specify the contract’s duration, renewal options, and the process for termination by either party. Include any notice periods required for termination.

10. Payment Terms:

  • Detail the payment schedule, including billing frequency, due dates, accepted payment methods, and any late payment fees or interest charges.

11. Warranties and Disclaimers:

  • Specify any warranties provided by your SaaS company, as well as disclaimers of liability for certain types of damages or issues.

12. Indemnification:

  • Define the responsibilities of each party in case of legal claims or disputes, including indemnification clauses that protect both parties from liability.

13. Governing Law and Jurisdiction:

  • Indicate the governing law that will apply to the contract and the jurisdiction where disputes will be resolved (e.g., through arbitration or in a specific court).

14. Insurance:

  • Include requirements for liability insurance coverage, especially if your SaaS product poses potential risks to the customer’s business.

15. Amendments and Modifications:

  • Outline how changes to the contract can be made, including any requirements for written consent from both parties.

16. Entire Agreement:

  • Make it clear that the written contract represents the entire agreement between the parties, superseding any previous oral or written agreements.

17. Signatures:

  • Provide space for authorized representatives of both parties to sign and date the contract. Electronic signatures may also be acceptable, depending on legal requirements.

18. Exhibits and Attachments:

  • Attach any necessary exhibits, appendices, or additional documents that are referenced within the contract.

It’s important to have your SaaS contract template reviewed by legal counsel, either internally or externally to ensure compliance with applicable laws and regulations, industry standards, and the specific needs of your business and customers. Contracts can be complex and the long term implications are hard for someone without a legal background it stay updated on. Legal advice is essential to protect your interests and maintain a healthy business relationship with your customers. This is particularly true if you are looking to raise capital at a later date and your contracts will need to survive contract due diligence.

How Contract Sent Manages Template B2B Sales Contracts

Contract Sent not only understands the complexities of B2B tech sales but also provides a set of features specifically designed to streamline the contract management process.

1. Dashboard Overview:

  • Contract Sent offers a user-friendly dashboard providing real-time insights into ongoing contract negotiations. This includes details on the negotiation stage, team members involved, and a high-level overview for senior leaders.

2. Contract Metrics Dashboard:

  • Tracking contract metrics is simplified with Contract Sent’s dedicated dashboard. Startups can monitor key metrics, enabling data-driven decision-making for enhanced efficiency and improved sales cycle management.

3. Kanban Board for Contract Management:

  • The inclusion of a visual Kanban board allows for efficient management of different stages in the contract lifecycle. This visual representation empowers teams to prioritize tasks, streamline workflows, and accelerate the sales cycle.

4. Advanced Contract Comparison Tool:

  • Contract Sent’s advanced comparison tool ensures a quick and accurate assessment of changes, reducing the time spent on reviewing and approving contract redlines.

5. Tasks for Legal Team Management:

  • Addressing the challenges of managing legal teams, Contract Sent integrates task management functionalities. This feature ensures teams are aligned with deadlines and efficiently handle approvals of changes to clauses.

6. Unlimited Users and Startup-Friendly Pricing:

  • Recognizing the collaborative nature of startups, Contract Sent allows for unlimited users, promoting seamless communication and collaboration. The pricing model is thoughtfully designed to accommodate startup budgets.

While the right template for B2B sales contracts is essential, leveraging tools like Contract Sent enhances the entire contract management lifecycle. Tech startups, with their unique needs, can find the perfect balance between customization and efficiency. In the a company that is trying to set the stage for scaling adopting a solution that understands the nuances of the industry is key to crafting contracts that move startups toward success.

Startups must prioritize templates that align with their industry-specific requirements. With Contract Sent’s robust features and a tailored approach to B2B tech sales, the working of managing sales contracts becomes not only efficient but also a source of truth for your customer data to help accelerate growth. What’s the right template to use for B2B sales contracts? The answer lies in a blend of customization and tech-specific considerations.


Contract Sent is not a law firm, this post and subsequent pages on this website do not constitute or contain legal advice. To understand whether or not the ideas and guidance on the Contract Sent website is applicable to your business, you should consult with a licensed attorney. The use and accessing of any resources contained within the Contract Sent site do not create an attorney-client relationship between the user and Contract Sent.

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