Two-way

Software and SaaS contracts

Preparing a software contract with a team that knows how software is built and run prevents later disputes over acceptance, delivery, source code and data.

What we do

We handle the legal side with a team that knows how the product works, on the same plan as the product.

Legal side

  • Development agreement: scope, milestones, acceptance and defects
  • IP: assignment or licence, its scope and term
  • Source-code delivery and escrow
  • SaaS subscription agreement and service-level commitments (SLA)
  • Data processing agreement and KVKK/GDPR alignment
  • Limitation of liability, confidentiality and non-compete

Product, technology and design side

  • Turning acceptance criteria into testable technical items
  • Scanning the product for open-source licences
  • Building user terms and the subscription flow into the product
  • Rules for code and content produced with AI tools

Good to know

  • Assignments must be written and specific

    Under Turkish copyright law (FSEK), economic rights must be assigned in writing, listing each right separately. Instead of a general line like "all rights belong to the client", the rights of adaptation, reproduction, distribution and communication to the public should be written out with their duration and territory.

  • Acceptance criteria are the heart of the contract

    Software development is often treated as a contract for work under Turkish law, and whether the delivery conforms to the contract becomes the dispute. Turning acceptance criteria into testable items greatly reduces payment and defect disputes.

  • Watch out for standard terms

    SaaS and licence agreements are often standard terms drafted by one side. Under the Turkish Code of Obligations, standard terms the other party was not clearly told about and given a chance to read are deemed unwritten, and terms unfairly against the other party in breach of good faith can be invalid.

How we work

  1. Intro call

    We clarify your goal, timeline and critical risks together, in English or Turkish.

  2. One roadmap

    We write the legal, technical, design and operational steps into a single plan, each with an owner and a date.

  3. Execution

    Formation, contracts, product and brand work run in parallel. Work that requires a lawyer is done with independent legal professionals on BEG Hukuk.

  4. Ongoing support

    We stay with you after launch: compliance updates, new markets, product development.

Frequently asked questions

These answers are general information and are not legal advice for your specific situation.

What must a software development agreement include?

Scope and milestones, delivery and acceptance criteria, payment schedule, change-request process, who owns the IP, source-code delivery, confidentiality, defect liability and maintenance period, limitation of liability, and termination. These clauses must match technical reality.

Does the source code have to be handed over?

It depends on what the contract says. If economic rights are assigned, source-code delivery should be stated expressly; if only a licence is granted, the code can stay with the developer, and an escrow arrangement can protect the client.

Is an English-language contract valid in Türkiye?

Contracts with a foreign party can be written in English, and the parties can choose the governing law and dispute forum. Between Turkish companies, a Turkish text is advisable because of Law No. 805. In cross-border deals, a bilingual contract with a clause on which version prevails is a common solution.

Who owns code written with AI tools?

Under Turkish law the author is the person who creates the work, and how far AI output counts as a protected work is debated. The contract should therefore say whether AI tools may be used, which data may be given to them and how rights in the output are handled.

Let's talk about your next step on this.