SaaS terms: the 10 mandatory clauses [Publisher guide]

The 10 clauses to include as a publisher — and those that make your terms unenforceable.

You're launching a SaaS, an app or an online service. Your terms of sale and terms of use are not a formality: they are what protect you in case of a dispute, unpaid invoice or complaint.

Badly drafted, they expose you: clauses deemed unwritten, regulatory penalties, contested subscriptions, unlimited liability.

This guide details the mandatory clauses to include on the publisher side, and the pitfalls that make a clause unenforceable.

Terms of sale or terms of use: what's the difference?

A SaaS often needs both, sometimes merged into a single "Terms & Conditions" document.

The 10 mandatory clauses of a SaaS

1. Publisher identification

Include: legal name, legal form, capital, company registration number, address, contact email, publication director, hosting provider.

This is a mandatory legal notice. Its absence is punishable and undermines trust.

2. Service and plan description

Include: what each plan covers, the limits (quotas, users, storage), and what is excluded.

Describe the features per plan precisely. A gap between the marketing promise and the actual service = risk of complaint.

3. Price, billing and taxes

Include: price excl./incl. tax, currency, frequency (monthly/annual), payment methods, tax handling (VAT, intra-EU VAT).

State whether the price may change and with what notice. In B2C, the total price must be displayed before ordering.

4. Term, renewal and termination

Include: the commitment term, auto-renewal conditions, and termination terms.

This is the most sensitive point. Auto-renewal must be flagged and termination easy (in B2C, online cancellation is mandatory in several countries). A "trap" renewal is legally challengeable.

5. Service level (SLA) and availability

Include: target uptime, maintenance windows, and the limits of the commitment.

On the publisher side, don't promise 100%. State a realistic target (e.g. 99.5%), exclude scheduled maintenance and external causes.

6. Limitation of liability

Include: a liability cap (often the amounts paid over 12 months) and the exclusion of indirect damages.

Without a cap, a bug can expose you to disproportionate damages. Note: a total exclusion of liability is deemed unwritten — prefer a reasonable cap.

7. Personal data (GDPR) and processing (DPA)

Include: purposes, legal basis, retention period, user rights, and a Data Processing Agreement (DPA) if you process data on behalf of your customers.

This is mandatory as soon as you process personal data. A clear DPA is often required by your B2B customers.

8. Intellectual property and license to use

Include: you remain the owner of the software; the customer gets a non-exclusive, non-transferable license to use for the duration of the subscription.

Also specify who owns the data and content uploaded by the customer (generally: the customer remains the owner).

9. Right of withdrawal (B2C) and warranties

Include: in B2C, information on the right of withdrawal (and its exceptions for digital content delivered immediately with consent).

For a digital service supplied immediately, the customer must expressly consent to waiving their withdrawal period.

10. Amending the terms and governing law

Include: the procedure for amending the terms (notice, information), the governing law and the competent court.

You must be able to update your terms, but with notice and fair information — otherwise the new terms are unenforceable.

The pitfalls that make a clause unenforceable

Pitfall	Why it's risky
Hidden auto-renewal	Clause unwritten + consumer penalty
Total exclusion of liability	Deemed unwritten
Price or taxes not displayed (B2C)	Pre-contractual information not met
Complicated termination	Penalty + disputes
No DPA / GDPR	Non-compliance, loss of B2B customers
Unilateral change without notice	New terms unenforceable

FAQ: SaaS terms

Are terms of sale mandatory for a SaaS?

In B2C, information on the terms of sale is mandatory. In B2B, terms are not imposed by default but strongly recommended: they form the foundation of the relationship and must be communicated to the customer.

Can you draft your terms without a lawyer?

Yes, from an up-to-date template adapted to your activity and jurisdiction. Have them checked (subblink, then a lawyer for high stakes or fundraising).

Terms of sale and use: one document?

It's possible ("Terms & Conditions"), provided it clearly covers both the sale and the use. Many SaaS separate sale terms, use terms and the privacy policy.

How to handle auto-renewal?

Flag it clearly, inform before each renewal, and make termination simple. In B2C, online cancellation is required in several countries.

Is a DPA mandatory?

As soon as you process personal data on behalf of your customers (the classic SaaS case), a Data Processing Agreement (DPA) is required by GDPR.

Checklist before publishing your terms

Conclusion

Your terms are your first line of legal defense. Well drafted, they secure your revenue, limit your liability and reassure your B2B customers.

Start from a solid template, cover the 10 clauses, avoid the unenforceability pitfalls, then check in 2 minutes.

SaaS terms of service & sale: the mandatory clauses (and pitfalls)