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E-Commerce & Technology

Technology vendors and service providers, as well as other companies doing business online, face unique issues when contracting with customers, suppliers and partners. We have experience navigating these issues including by protecting your intellectual property rights and making sure your contracts accommodate the collection or processing of data and personal information. Froese Law is here to assist as you launch or move your business online and on mobile devices. We prepare terms and conditions to cover your relationships with business customers (B2B) and individual users (B2C) including for your e-commerce store, SaaS platform, online marketplace, mobile app or gig-economy business. 

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Froese Law is an award-winning cross-border branding, corporate and commercial law firm. Our team of lawyers and legal professionals are dedicated to structuring your business, negotiating your contracts and protecting, enforcing and commercializing your brand. Contact us today for a free consultation! 

 

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E-COMMERCE AND TECHNOLOGY
FROESE LAW SERVICES

  • Privacy policies

  • Terms and conditions

  • Master Agreements for the purchase of licensed software

  • SaaS agreements

  • Application programming interface (API) access agreements

  • Managed service provider agreements

  • Terms of use and terms of service

  • Collaboration agreements

  • Software license agreements

  • Hardware lease agreements

  • Cloud service companies including software as a service (SaaS) and platform as a service (PaaS)

  • Software vendors

  • Hardware manufacturers

  • Internet of things (IoT) companies

  • Artificial intelligence (AI) and quantum computing based companies

  • Professional services / consulting businesses

FREQUENTLY ASKED QUESTIONS

What are some legal considerations to address with my developer?

The beauty of creating your own app is that you create and control your own marketplace, which can be highly lucrative, freeing and powerful. It is important to ensure that you discuss the following with your app or e-commerce developer: 

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  • Ownership

  • A Good Statement of Work ​

  • Maintenance and Support

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What should be covered in my terms and conditions? 

There are several aspects to consider that relate your dealings with users of the app, such as user's privacy rights along with protecting your own liability. The following elements are a few examples of what should generally be included in a terms and conditions policy: 

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  • User Generated Content

  • Rights to Use User Data

  • Risk Allocation Terms

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What are the risks with e-commerce platforms and how can I avoid the risks? 

Generally, individual users may have some protections under consumer protection laws that you can’t contract out of and courts will tend not to enforce Terms that are too one-sided. So your Terms need to be drafted carefully in a reasonable way, to maximize the benefits they can provide. It is prudent to allocate risk between your business and users. If something goes wrong and your business app is involved (i.e. a data breach), the Terms can give you some protection by limiting your liability through contractual provisions. You may also want to recoup expenses for any claim that may be brought against you, for example, relating to content a user posted that may infringe copyrights. The best way to do this is to obtain an indemnity from your user for certain harms that you have little control over.

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Do I need contracts? 

Contracts are foundational for your business. This also extends to your ecommerce supply chain. You will need to enter into written(!) contracts with your consumers, e-commerce service providers, suppliers, manufacturers, etc. At every point of the supply chain, you want to ensure that the rights and obligations are clearly set out in terms of both parties’ performance obligations and non-performance of those obligations is managed.

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What type of policies will I need? 

Policies dictate how your platform is used and is an important consideration. Policies can be as customized as your actual e-commerce platform. Consider incorporating return policies, privacy policies, shipping policies, moderation policies, posting policies etc. into your general terms and conditions.

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What happens if my brand is being counterfeited online? 

The greater your exposure online, the greater the likelihood that your brand will be ripped off by counterfeiters. It is possible to monitor the activities of unauthorized third parties through online watch services. Ensure that you take action against these third parties by enforcing your rights. Your avenues of enforcement may be varied. It is possible to register your intellectual property with customs borders to stave off the import/export of counterfeit/grey market goods. Also, it is possible to use domain name dispute tribunals to take over ownership of domain names that incorporate your trademarks. 

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What should I know about foreign laws online? 

If you are targeting consumers in countries outside of Canada, be cognizant that there may be local laws governing your retail presence. This may extend to licenses/permits, how certain goods must be shipped, age restrictions of purchasers for certain types of goods.

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