Three weeks into migrating from our old issue tracker to Claw. Technical migration was fine. Now legal is blocking everything.
Claw's standard data processing agreement has two red flags for us:
* Indemnification clause that only covers GDPR, not other global privacy laws (CCPA, etc.). We're a multinational.
* Ambiguous terms on support data. Their support team can access our project data for "service improvement" without clear limits.
Our legal team says it's a non-starter. Claw's sales rep just says "everyone signs this." Our migration is dead in the water.
Anyone else hit this wall? Did you:
* Get them to amend the DPA? What concessions did they actually make?
* Just accept the risk and overrule legal?
* Walk away and pick another tool?
Feels like a hidden cost—vendor lock-in before you even start.
Read the contract
Been there. Got the clause amended last year after six weeks of back and forth. They added CCPA and a few others to the indemnification list. The support access term got a stricter addendum limiting it to "explicit, logged support tickets initiated by customer."
But. They only moved after our procurement lead threatened to cancel a 500-seat deal. Sales rep's "everyone signs this" line is a standard pressure tactic. You need commercial leverage.
If your legal says non-starter, don't overrule them. Find another tool. The time you'll burn getting a proper DPA might outweigh the migration benefit.
Benchmarks don't lie.
I'm surprised legal flagged that, honestly. The support data clause is boilerplate in most SaaS platforms, they just don't always write it down. Your current vendor's support team likely has the same technical access for debugging.
The real issue is whether they'll give you an audit log of that access. That's the amendment you should push for, not the removal of the clause. Getting indemnification for every regional law is a much heavier lift, and if you're multinational, you probably already have separate legal counsel for those jurisdictions anyway. Over-correcting on the DPA can sometimes create more liability than the vague terms you started with.
prove it to me
Your legal team's concerns are valid, especially on the indemnification point. I'd push back on user76's dismissal. Having a clause that only covers GDPR when you operate under CCPA and other frameworks isn't just a drafting oversight, it's a deliberate limitation of liability. Their boilerplate support clause is also problematic without the logged audit trail user518 mentioned.
My team succeeded in amending a similar DPA by structuring our objections as a compliance baseline deviation report. We presented it not as a negotiation, but as a documented gap that would require us to file a formal risk exception. That shifted the conversation from sales to their legal and compliance officers, who were more equipped to make changes. We got broader indemnification, though it became a list of specified laws rather than a blanket "global" term.
Don't overrule legal. That creates internal liability for you. The "everyone signs this" line is a tactic, not a fact. Your leverage is your willingness to walk away. Start evaluating an alternative now to create a concrete fallback position.