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Where to find fractional commercial counsel for SaaS and technology licensing work

The Goodlawyer Team

Look for fractional or temporary commercial counsel in four places: flexible legal talent providers, your own network and investors, law firms with secondment programs, and independent lawyers you vet yourself. Whichever route you choose, scope the work before you search, because "SaaS experience" and "technology licensing experience" cover very different tasks.

Where to look

  • Flexible legal talent providers. We match experienced in-house lawyers to part-time, full-time and project needs, including commercial contracts and intellectual property work. Cohere began working with us on vendor and partner agreements. Axiom and Latitude are other providers you can compare on the same scope. Ask for relevant candidates and current availability.
  • Your network. Peers, investors and advisors often know lawyers who have done this work in-house.
  • Law firm secondments. Useful if you want a firm's bench behind the individual, with pricing and specialist access confirmed in the proposal.
  • Independent lawyers. You handle vetting, references and contracting yourself.

Decide which kind of work you have

The same label hides different jobs. Sort your work into:

Customer-side SaaS contracts

You sell software and negotiate your own paper with customers. Skills: playbook-based negotiation, data protection and security terms, liability caps, service levels and speed. The lawyer needs to be comfortable closing deals with sales teams.

Vendor-side SaaS contracts

You buy software. Skills: reading vendor terms, data processing and security review, renewal and exit terms, and working with procurement.

Technology licensing agreements

You license technology in or out, such as software, data, APIs or platforms. Skills: scope of licence, ownership of improvements, restrictions, audit rights, support and escrow-type protections. This sometimes needs intellectual property depth beyond commercial contracting.

Project-based work

A new template suite, a playbook rewrite or a backlog sprint. Skills: structure and speed, with a clear finish line.

Match experience to the contract mix
WorkstreamWhat the lawyer needs to understandDefine in the brief
Customer agreementsSales cycle, liability and commercial positionsNegotiation ownership and approvals
Vendor agreementsOperational dependencies and supplier riskReview tiers and business owners
Data and IP termsData use, rights and licensingSpecialist escalation and jurisdiction
Templates and playbooksRecurring positions and exceptionsWho approves and maintains changes

Capture on one page:

  • Which of the four kinds of work above
  • The volume you expect per month and the busiest periods
  • Which contract templates and fallback positions exist
  • Who the lawyer works with and who approves exceptions
  • What must be escalated to you or to outside counsel
  • Hours or days per week and the expected duration

A tight scope lets a candidate tell you honestly whether they have done the work. It also lets you compare providers on the same terms.

What to screen for

  • Specific examples of the contract type, described in general terms without confidential details
  • Ability to explain their approach to a recurring negotiation point, such as liability or data terms
  • Comfort working from your playbook, and willingness to improve it
  • How they handle sales pressure and when they escalate
  • Working hours that fit your stakeholders
  • Whether they have used your contract tools or can learn them quickly

Use a synthetic or explicitly authorized scenario to assess the candidate's approach. Do not disclose actual customer agreements or confidential facts during an interview without authorization.

Questions to ask any provider

  1. Who exactly will do the work, and can I speak with them first?
  2. What is your process if the fit is wrong, and how quickly can you replace the lawyer?
  3. What is the minimum commitment?
  4. Where is the lawyer licensed, and does that matter for the contracts involved?
  5. What happens if I want to hire the lawyer later?

A thirty-day scope to copy

  • Week one: access, intake, review of templates and playbook.
  • Week two: take over a defined queue of standard contracts.
  • Week three: handle non-standard negotiations with escalation rules.
  • Week four: review turnaround and quality, and agree a longer plan.

If a provider cannot show relevant experience for your specific contract type, say so and look elsewhere. A general commercial lawyer is a good fit for many SaaS agreements, and a poor fit for a complex technology licence.