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2 minute read
July 20, 2026
2 minute read
Companies spend considerable time negotiating SaaS agreements, including pricing, implementation, and service levels. However, far less attention is paid to what happens when the relationship ends.
By the time you decide to terminate a SaaS relationship, the platform can hold years of operational data, critical workflows, and integrations with your other business systems. If your agreement does not adequately address the transition process, you may face unexpected costs, business disruption, or even difficulty accessing your own data.
Below are several provisions worth thinking through before you sign:
1. Transition Assistance
Think about how you will replace the provider and transition to a new platform. Transition services may include continued access to the software for a limited period, assistance with data migration, and access to reasonable support (including technical personnel, if necessary). Be sure to clarify whether additional fees apply to any transition services.
Additionally, consider whether a software escrow arrangement is appropriate if the provider ceases operations or files for bankruptcy.
2. Return of Your Data
Many SaaS providers permit customers to export data upon termination, but often the agreement provides little or no detail regarding the format, timing, or scope of the information available for export. Consider negotiating provisions that specifically address the format in which data will be returned, how long the data will remain accessible, and whether any additional fees apply.
3. Deletion of Your Data
On top of getting your data back, consider the provider’s obligation to delete it. This is particularly important for businesses handling sensitive customer, employee, or regulated information.
Key questions include:
- When will the provider delete your data and backup copies?
- Are there applicable legal or regulatory retention requirements?
- Will the provider certify deletion or destruction upon request?
The best time to negotiate your termination rights is before anyone expects to use them. While everyone is focused on the scope of services to be provided at the outset of the relationship, it is equally important to think about how the relationship may end.
A well-drafted divorce strategy addressing transition assistance, data return, and data deletion can help avoid disruption and unexpected costs when it is time to move on.
