Breaking Down The SaaS Master Services Agreement
The first time I tackled a lengthy SaaS Master Services Agreement (MSA), it felt like reading a legal Ambien prescription—dense, repetitive, and designed to knock you out cold. Over the years, I’ve learned that MSAs aren’t just about legalese; they’re a mix of business reality, negotiation strategy, and practical risk management.
In this post, I’ll break down the key elements of SaaS MSAs into digestible chunks, showing you how to make these contracts work for your business—without the drowsiness.
BOI Reporting is Back in time for Christmas
The Fifth Circuit's opinion is short to the point of adorableness and you can read it for yourself here. The most annoying portion of the Fifth Circuit's opinion is the discussion that the Corporate Transparency Act, which gives rise to the FINCEN BOI requirements, is very likely a constitutional exercise of Congress' powers under the Commerce Clause. Since we’ve all been waiting and wondering whether this whole thing will be ultimately be found constitutional, the review of this little post-it note size opinion is revealing (okay it’s 7 pages long, but that’s very short for these things). Basically noting that the CTA operates to gather information to fight money laundering, the financing of terrorism, tax fraud and other crimes, this opinion indicates the supreme court may in fact find that the BOI reporting is safely considered a proper exercise of the Commerce Clause powers.
Embracing The Virginia Model Of Consumer Privacy Law
Navigating changing consumer privacy laws can feel like chasing a moving target. Nineteen states have now enacted consumer privacy legislation, and while some, like California and Texas, have introduced unique thresholds, many have adopted what’s known as the "Virginia model." In this post, we’ll explore how simplifying your strategy could save you time, money, and legal headaches while setting you apart as a privacy-forward company.
How to Draft An Effective Privacy Policy
Having an effective privacy policy is essential for any organization. Here we share the steps you need to ensure your privacy policy is effective and legally binding.
How to Avoid a Data Breach in Your Organization
Proactive data protection is non-negotiable. If your organization lacks clarity on where its sensitive data resides or how to manage breaches, you’re one breach away from chaos.
Corporate Transparency Act (BOI Reporting Requirement) Blocked Nationwide
The Corporate Transparency Act and its implementing regulations, which require US business entities to report stakeholder information to the Treasury Department (often referred to as BOI Reporting Requirement) were preliminarily blocked nationwide by a Texas federal court on Tuesday.
How to meet Data Protection Addendum Criteria, 100% of the time.
Many SaaS organizations need to look over a Data Protection Addendum (DPA) to see if their system meets the Data Protection Addendum criteria out of the box. 100% of the time, it doesn’t.
Company Data Protection Addendums are meant to be overprotective; it’s on the attorney and company working together to make the contract reflect reality.
Let’s review 5 changes you can make today to become compliant.
The importance of mapping the data in your organization.
All organizations need to map their privacy data. You need to map information like what personal information you have, why you have it, who you get it from, who can see it, and how is it stored and deleted.
No matter what privacy law you’re trying to comply with, your policies need to match your practices.
Navigating the Colorado Privacy Act Amendments: Biometrics and Child Data
The Colorado Privacy Act (CPA) is emerging as a model for state-level privacy regulation. Recent amendments focus on biometric information and children’s privacy, which when combined with Colorado’s AI Act (more on this in later posts), arguably put Colorado ahead of California in the race to shame the feds on privacy law. This issue-spotting guide will help you understand the amendments and the steps businesses subject to the CPA must take to comply.
Update on the Corporate Transparency Act in mid-2024
The Corporate Transparency Act, implemented on January 1, 2024, mandates smaller corporations and limited liability companies to file beneficial ownership information (BOI) reports with FinCEN to combat illegal financial activities. Despite a federal district court's ruling deeming the act unconstitutional in National Small Business United v. Yellen, the decision currently only impacts specific plaintiffs, while other businesses are still required to comply. As litigation unfolds, businesses established before 2024 have until January 1, 2025, to fulfill their filing obligations, while newer entities must act promptly within 90 days of incorporation to adhere to the law.
What does the FTC’s vote to ban non-competes mean for my deal?
The FTC voted to ban most non-compete agreements for for-profit workers. This will have an enormous impact on the Mergers and Acquisitions landscape. Legal challenges are anticipated due to questions about the FTC's authority, potentially delaying the rule's implementation, so business buyers should monitor developments and consider adjusting agreements accordingly. In the meantime, reviewing non-compete agreements and exploring narrower alternatives like NDAs is advisable
Navigating the Business Sale Diligence Process: A Concise Guide
Prepare for selling your business by signing a Non-Disclosure Agreement and responding to buyer checklists. Upload relevant documents to a Virtual Data Room, ensuring a smooth transition for the buyer. Protect your assets, like client lists, and seek professional guidance throughout the process to maximize success.
Starting in Privacy Law: What I Tell Law Students
Question: Did you always know you wanted to do privacy law?
Answer: Nope.
NAICS in the Grass - Don’t make this mistake in your tax filings
Avid these NAICS in the grass-don’t forget to pay attention to your NAICS code on your tax filings this year if you’re planning an acquisition! SBA financing Is actually available to 100% buyouts of companies where the Seller has the same NAICS code as the Buyer
5 Things To Do Now (even during Tax Season) to Get Your Firm Ready for Sale
Preparing for the sale of your accounting practice doesn't have to be daunting, even during tax season. By following these five strategies – raising rates strategically, documenting crucial information, planning staff changes, optimizing your profit margin, and assembling your team – you'll set yourself up for a successful sale when the time comes. Don't wait until May; start preparing now to make this tax season your step towards financial freedom.
SK&S Featured in Shout Out
Check out our feature in Shout Out for more information on how we practice law. Thanks for the feature :)
How to Value an Accounting Firm for an External Sale
Valuing an accounting practice for sale is often more straight forward than other industries but still has some deal-specific wrinkles that can make it difficult to ascertain.