Practice · 16
Technology, software and online business
A technology contract decides who owns the code and where the data goes, and who pays when the system fails. Those are often the parts nobody reads.
The practice drafts, reviews and negotiates the contracts behind software, SaaS and IT services in NSW, for businesses that build technology and businesses that buy it, and writes the online terms, AI use policies and data clauses that go with them. Send a short description of what you need and, where the work can be priced that way, you'll be sent a fixed-fee quote. The fee is agreed in writing before work starts, and the practice reads the contract and other documents once it is engaged.
The work
Technology projects tend to go wrong in the same few places: a development contract that never says who owns the code, a SaaS agreement that lets the provider change the service or the price whenever it likes, a support contract whose service levels can't really be measured, or an exit clause that leaves your data behind. Most of this work is getting those terms right before anyone signs.
For businesses that build or sell software, the practice writes the customer terms: subscription and licence terms, service levels, acceptable use, limits on liability, and the privacy and data clauses customers now ask about. Terms used with consumers and small businesses have to survive the Australian Consumer Law. The consumer guarantees can apply to software, and since November 2023 an unfair term in a standard form contract can attract a penalty as well as being void. From 1 July 2027 a new ban on unfair trading practices toward consumers starts, together with new rules on subscription contracts and drip pricing, and the subscription rules also protect small business subscribers.
For businesses that buy technology, the practice reads the provider's terms against what you need from the system: what you are paying for, how the price can change, where your data is held and what happens to it when the contract ends, and what you can recover when the service fails. Cloud and software contracts usually start as the provider's standard form. Some points can still be negotiated, and the ones that can't are better known before the business depends on the system.
AI tools raise the same questions in a new form: what staff may put into them, who owns what they produce, and whether personal information is going somewhere your privacy policy says it doesn't. Australia has no general law written for AI, so most of the answers come from laws that already apply: privacy law, including the automated decision disclosure rule for privacy policies that starts on 10 December 2026, the Australian Consumer Law, copyright, employment and anti-discrimination law, and the contracts themselves. The practice writes AI use policies for staff and the AI clauses in supplier and customer contracts.
What it covers
- Software development agreements and statements of work
- SaaS and subscription terms, for providers and customers
- Software licences and end user licence agreements
- IT services, managed services and support agreements
- Service levels, service credits and exit plans
- Cloud and hosting agreements
- Website, app and platform build agreements
- Online terms of use and e-commerce terms
- AI use policies and AI clauses in contracts
- Privacy policies, including the automated decision disclosure rule that starts in December 2026
- Data processing, data security and overseas data clauses
- Ownership of code, content and designs
- Source code escrow
- Reseller, referral and white-label agreements
- Signing contracts electronically
Watch
Short films, each under a minute. One decided case, or a provision or a few related sections of an Act, told in plain words.
THE LAW SAYS
Electronic signatures in NSW
A NSW law says you have to sign. Can you do it on a screen?
Read the transcript
Some New South Wales laws require a signature. Section nine says when an electronic one can meet that requirement.
When a law requires your signature, an electronic method can meet it, with some exceptions.
The method must identify you and show your intention, be reliable enough or proven to work, and the recipient must consent.
Witnessed documents, wills, deeds and court filings have their own rules.
Before you sign on screen, check whether the document has its own rules, and agree the signing method with the recipient.
Have your signing process checked. docetlegal.com.au
General information, not legal advice.
How it works
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Before you sign
The contract is read against what the business needs from the technology. You get a plain list of what to change and what to ask for, the most important first.
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Terms for what you sell
For software and online businesses, the practice prepares the customer terms, the privacy policy and collection notices, and an acceptable use policy, fitted to how the product is actually sold, priced and supported.
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Rules for AI and data
The practice prepares a short AI use policy for your staff, and drafts or reviews the AI and data clauses in your contracts, so that both line up with your privacy policy.
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When a project goes wrong
A late or failed project, a dispute about defects, a provider that won't hand back your data: the practice reads the contract for the rights it gives, writes the notices and negotiates the way out. If that doesn't settle it, the next step is usually the one the contract's dispute clause sets, often mediation or expert determination.
Where the line is
- Court proceedings are the line. A technology dispute that has to go to court goes to a litigator, with the file prepared, and so does any court application connected with an arbitration or an expert determination. Notices, negotiation, mediation, expert determination, arbitration and settlement stay with the practice, where the arbitration or determination is in New South Wales under NSW law. If it can't act in a particular arbitration or expert determination, it says so at the start and refers it on in the same way.
- Technical security advice comes from your IT provider or a security firm you engage. After a cyber incident the practice handles the legal side, from notices to regulators and customers to the contracts, alongside them.
- Patent applications, including for inventions implemented in software, are technical drafting work, so the practice brings in a registered patent attorney for the filing.
- Financial services, credit, health and telecommunications each have their own licensing rules. The practice advises on the general law and refers licence-specific questions where needed.
- The practice advises on Australian law. Where a contract is governed by another country's law, it says so plainly and tells you when you need a lawyer there.
Nobody pays anybody for a referral here, in either direction. How the practice hands work on →
Questions people ask
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Who owns the software a developer writes for my business?
It depends on who wrote it and what the contract says. Under Australian copyright law, software an employee writes as part of their job generally belongs to the employer. A contractor or development company owns the copyright in what it writes unless it assigns it to you, and an assignment only works if it is in writing and signed by or for the developer. Paying the invoice isn't enough, though you will usually have at least a right to use the code for the purpose it was made. Founders and directors who are not employees need to sign an assignment too. If owning the code matters, the contract should say so before the work starts; an assignment signed later also works, if the developer will still sign one. The contract should also deal with the open source and third-party components the code uses, which you will only ever have a licence for.
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Do the consumer guarantees apply to software and online services?
In many cases, yes. Under the Australian Consumer Law computer software counts as goods, and services are covered too. Software and online services supplied to consumers come with guarantees that can't be excluded, such as acceptable quality and fitness for a purpose the buyer made known. A business customer can be a consumer as well, for example where the price is $100,000 or less, unless goods are bought to resell, or to use up or transform in producing, manufacturing or repairing other things. Terms can limit liability only in the ways the law allows, and a term that suggests the guarantees don't apply can itself be misleading.
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Are my standard SaaS terms caught by the unfair contract terms rules?
Quite possibly. The rules apply to standard form contracts with consumers, and to standard form business contracts where either party has fewer than 100 employees or annual turnover under $10 million, so a small provider's terms with a large customer can be caught too. For contracts made or renewed on or after 9 November 2023, and for terms changed or added since then, it is unlawful to propose, use or rely on an unfair term, and courts can impose penalties. A subscription that renews automatically can bring older terms under the rules when it renews. Terms that let the provider change the price or the service on its own, end, suspend or renew the contract on its own, or limit liability for one side only are the usual concerns. A review of your subscription terms against the rules is quoted as a fixed fee.
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Is there a law about using AI in a business?
Not one written for AI. In its National AI Plan of December 2025 the Commonwealth chose to build on existing laws rather than bring in the mandatory AI guardrails it had proposed, and the National AI Centre gives voluntary guidance. So privacy law applies if personal information goes into a tool, the Australian Consumer Law applies to what you tell customers, copyright applies to what the tool uses and produces, and your contracts apply to all of it. The Office of the Australian Information Commissioner recommends, as best practice, not entering personal information, and especially sensitive information, into publicly available generative AI tools.
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What changes for privacy policies in December 2026?
From 10 December 2026, a business covered by the Privacy Act has a new privacy policy duty if it has arranged for a computer program, its own or someone else's, to make a decision, or to do something substantially and directly related to making one, where the decision could reasonably be expected to significantly affect a person's rights or interests and personal information about that person is used by the program. The privacy policy then has to describe the kinds of personal information the programs use, the kinds of decisions made by the program alone, and the kinds of decisions where the program does a step substantially and directly related to the decision. The OAIC published guidance on the new rule in September 2026. Most businesses with annual turnover of $3 million or less are outside the Privacy Act, though not all; health service providers and businesses that trade in personal information, for example, are covered whatever their size.
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Do I own what an AI tool produces for me?
Not necessarily. Copyright in Australia protects work that comes from a human author's own intellectual effort, so material a tool generates with little human input may have no copyright for anyone to own. The tool's terms matter too, because they say what you may do with the output and what the provider may do with what you put in. Where code or content carries the value of a business, keep a record of the human work that went into it, and check the tool's terms before relying on it.
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Do we have to report a ransomware payment?
If the business's turnover for the last financial year was more than $3 million, or it is responsible for a critical infrastructure asset, yes. A business that traded for only part of that year compares its turnover with a lower threshold, worked out under the rules for the part of the year it traded. A ransomware or cyber extortion payment has to be reported to the Australian Signals Directorate within 72 hours of making it, or of finding out it was made on the business's behalf. A demand that isn't paid doesn't need this report. Paying a ransom can also breach Australian sanctions law if the money reaches a sanctioned person, so get advice before paying where there is time. The 72 hours run whatever else is happening, and the practice can act only once a costs agreement is signed, so don't let the report wait on legal advice. It is separate from any notice to the Information Commissioner under the Notifiable Data Breaches scheme, which has its own tests and timing.
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Can we sign contracts electronically?
For most contracts, yes. Under the Electronic Transactions Act 2000 (NSW), a contract is not invalid just because it was made wholly or partly by electronic communication. Where a NSW law requires a signature, an electronic signature meets it if the method identifies the person and shows their intention, is as reliable as is appropriate for the purpose or is proven to have done those things, and the person to whom the signature has to be given consents to that method. Where a NSW law requires a signature on a document to be witnessed, the witnessing can be done over a video link, even if the person signing or the witness is outside NSW, as long as the Act's requirements for it are met. The regulations can exclude some transactions from these rules, and other laws can set their own signing requirements. The practice checks which rules apply before you sign.
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How much does it cost?
A contract review or a standard document set is usually a fixed fee, priced from a short description of the job and agreed in writing before work starts. A disputed project is quoted stage by stage. Any matter likely to cost more than $750, before GST and disbursements, comes with a written costs disclosure.
The rules on this page are stated as at 22 October 2026. When the practice takes on your work, it checks the law in force at that time.
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Make an enquiry
Send a short note about what is happening. You will hear back within one business day with whether the practice can help and the fee basis. The fee is confirmed in writing before any work starts.