Sheila Thomas Law Office
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Practice Areas & Focus
Technology, SaaS & Cloud

Commercializing Enterprise Tech
AI & Agentic AI

Frontier Frameworks & Limits
Data Privacy & Cross-Border

PDP Compliance & Data Transfer
Commercial Contracts

Stress-Tested Business Deals
Distribution & Partnerships

Growth Without Losing Control
Strategic Funding

Investment Downside Protection
Indonesia Market Entry

Regulatory Setup & Navigation
Deal & Risk Protection

Pre-Signing Dispute Prevention
Ongoing Counsel

External General Counsel
Firm Directory
Direct Intake

Work through legal & commercial points before they become harder to change.

Discuss a Matter →
PRACTICE AREAS & CAPABILITIES

Commercial & Technology Counsel Built for Operations that Scale

We focus on the decisions businesses face before positions become expensive to change: structuring contracts, managing agentic AI risks, navigating data privacy laws, and protecting commercial positions in cross-border ventures.

Quick Jump to Practice Area:
Technology & TMT Market Entry Agentic AI Funding Data Privacy Distribution SaaS & Cloud Regulatory Cross-Border Disputes

Agentic AI Rules

Liability Mitigated

SaaS Contracts

Terms Verified

Data Privacy

UU PDP Secured

Technology, SaaS & Cloud

Technology That Has to Sell, Deploy and Scale

Sheila Thomas Law Office
What We Help With 01 / 03

Hover to explore our 12 core technology, SaaS & cloud legal capabilities.

Our Approach 02 / 03

How we align commercial promises with product reality & revenue goals.

Selected Experience 03 / 03

Track record in multi-cloud SaaS, enterprise transactions & GC advisory.

What We Help With

SaaS and cloud agreements
Master services agreements
Enterprise customer terms
Software licensing
Technology procurement
Service levels, support & credits
Platform & digital-service terms
Product localisation for Indonesia
Reseller & distribution structures
Technology service agreements
Data & privacy terms for services
Global template ID review & localisation
SHEILA THOMAS LAW OFFICE :: PRACTICE CONSOLE

Discuss a Technology Matter

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AI & Agentic AI

When AI Starts Acting, the Legal Question Changes

Sheila Thomas Law Office

We advise businesses developing, selling, buying and deploying AI and Agentic AI, including systems that can go beyond generating output to accessing tools, interacting with systems, making decisions and carrying out actions.

The starting question is NOT: “Do we have an AI policy?”
It is: “What can this system actually do?”

Once AI can act, the business needs clear answers on authority, human approval, data use, customer expectations, responsibility and what happens when the system behaves differently from what was expected.

Agentic AI

Agentic AI creates a different commercial problem because the system may be capable of doing something, not merely saying something.

That creates practical questions:

1 What may the AI do?
2 What still needs human approval?
3 Who controls the environment?
4 Which actions are off-limits?
5 Who is responsible for customer instructions?
6 What happens when third-party technology is involved?
7 Who carries the consequence when an action goes wrong?

We turn those questions into customer terms and operating rules that the product, commercial and legal teams can actually use.

Our Approach

We work from:

capability → authority → control → responsibility → consequence

The objective is to help businesses commercialise advanced AI without allowing greater capability to become unlimited responsibility.

Selected Experience

Our work includes customer-facing terms for autonomous and semi-autonomous Agentic AI within enterprise SaaS, covering permitted actions, human approvals, customer-controlled environments, third-party technology, data use, suspension and responsibility.

What We Help With

AI product terms
Agentic AI Terms of Service
Customer-facing AI provisions
Permitted and restricted AI actions
Human approval and control points
Autonomous and semi-autonomous functionality
Customer responsibilities
AI output and reliance terms
Third-party models and infrastructure
Enterprise AI procurement
Data use in AI systems
Responsibility and liability limits
Suspension and safe-failure rights
Internal AI-use policies
Reseller and partner arrangements involving AI

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Data Privacy & Cross-Border Data

Privacy That Follows the Product and the Data

Sheila Thomas Law Office

We help businesses structure privacy around how data actually moves through the product, customer relationship, vendor chain and cross-border operation.

Our work covers Indonesia’s PDP framework and cross-border matters involving Singapore PDPA, EU GDPR and California CCPA, particularly for SaaS, cloud, AI and data-driven businesses.

The Starting Point
The starting point is not the privacy notice. It is the data flow.

Our Approach

We check:

01What data is collected?
02Why?
03Who controls it?
04Where does it move?
05Who can access it?
06Who gives the instruction?
07Which systems are involved?
08Who answers if something goes wrong?

Once those answers are clear, the documents become more accurate. More importantly, the responsibility becomes clearer.

For technology providers, that can help avoid being made responsible for processing, systems or incidents another party actually controls.

Selected Experience

Our experience includes cross-border privacy support for international SaaS and AI businesses, privacy notices, DPAs, transfer arrangements and a ROPA for an AI-powered e-KYC and identity-verification product used in financial services.
// Cross-Border Regulatory Coverage
🇮🇩 Indonesia UU PDP
🇸🇬 Singapore PDPA
🇪🇺 EU GDPR
🇺🇸 California CCPA

What We Help With

Indonesia PDP advisory
Singapore PDPA, EU GDPR & CCPA issues
Privacy notices
Data processing agreements
Processing-role analysis
Cross-border data transfers
Vendor & sub-processor arrangements
Records of Processing Activities (ROPA)
e-KYC & identity-verification data
Biometric data governance
Customer & employee data rules
Privacy due diligence
Customer privacy & security requirements
Privacy support for SaaS, cloud & AI platforms

Discuss a Data Privacy Matter

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Commercial Contracts & Transactions

Contracts That Still Make Sense After Signing

Sheila Thomas Law Office

We draft, review and negotiate commercial contracts for businesses that need more than legally correct wording.

They need the deal to remain commercially sensible after the signatures are on the page.
// Provisions That Decide Transaction Quality
Revenue Payment Performance Responsibility Liability Remedies Termination Exit

Our Approach

A contract is easiest to agree when both sides expect everything to work. We also guard what happens when it does not.

?1 What if payment is late?
?2 What if performance changes?
?3 What if the customer seeks a remedy?
?4 What if a third party causes the problem?
?5 What if one side wants out?

We deal with those questions before signing, while the business still has leverage to change the position.

The objective is not to remove every risk.
It is to know which risks make commercial sense, which should stay with the other side, and which terms could become disproportionately expensive later.

What We Help With

Customer agreements
Vendor agreements
Strategic partnerships
Payment and performance terms
Liability and indemnity
Exclusivity
Renewal and commercial commitments
Termination and exit
Cross-border contracts
Indonesian localisation of international templates
Contract negotiation
// Timing & Commercial Leverage

Negotiating key risks while the business still holds maximum leverage before deal closure prevents disproportionate liability exposure during execution.

Discuss a Contract

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Distribution & Strategic Partnerships

Growth Without Giving Away Control

Sheila Thomas Law Office

We advise on reseller, distributor, channel-partner and strategic-partnership arrangements for technology businesses and companies distributing tangible products.

These relationships can accelerate growth. They can also create expensive problems when authority, targets, exclusivity, customer ownership, payment or exit were never properly settled at the beginning.

What We Help With 01 / 03

Hover to explore our 14 core distribution & partner legal capabilities.

7 Critical Partner Questions 02 / 03

Our audit questions before giving a partner access to your market.

Strategic Objective & Media 03 / 03

Our commercial objective and custom visual illustration slot.

What We Help With

Reseller agreements
Distribution agreements
OEM / white label arrangements
Channel partnerships
Strategic partnerships
Territory and exclusivity
Sales targets & performance
Customer & account control
Pricing, margin and payment
Marketing & representation rights
Conduct obligations
Termination
Post-termination rights
Evidence & record protections
SHEILA THOMAS LAW OFFICE :: PRACTICE CONSOLE

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Sheila Thomas Law Office - Distribution Banner
Strategic Funding & Loan Arrangements

Getting the Money Back Matters as Much as Putting It In

Sheila Thomas Law Office

We advise on strategic loans, shareholder funding and business funding where commercial opportunity needs to be matched by protection if the original plan does not work.

The important question is not only: “How does the money go out?”
It is: “How does it come back?”

Our Approach

Funding is easiest to agree when everyone expects the business to succeed. That is exactly when the downside should be addressed.

We look at repayment, security, default, information access and what happens if performance changes while the parties are still cooperative and the structure can still be shaped.

This is downside protection before the money moves, not bad-debt collection afterwards.
Selected Experience

We have structured multiple significant strategic funding arrangements for medical technology businesses, with repayment, agreed returns, security, default protection and downside safeguards built into the structure from the beginning.

Principal & agreed returns successfully repaid
What We Help With
Strategic funding
Commercial loans
Shareholder & business funding
Repayment structures
Agreed returns
Security and collateral
Strategic funding
Commercial loans
Shareholder & business funding
Repayment structures
Agreed returns
Security and collateral
Default protection
Information rights
Use-of-funds controls
Commercial safeguards
Exit and downside scenarios
Default protection
Information rights
Use-of-funds controls
Commercial safeguards
Exit and downside scenarios

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Indonesia Market Entry & Regulatory

Enter Indonesia Before the Problems Do

Sheila Thomas Law Office

We help foreign and technology businesses work out how their products, services and business models can actually operate in Indonesia.

Market entry is not only about forming a company or obtaining a licence.

A business needs to know whether it can sell the product, sign customers, move data, appoint partners, import or deploy technology and operate the model it came to Indonesia to build.
Our Approach
What We Help With
Selected Experience
Our Approach: Structural Audit

We start with the business model:

1What are you selling?
2To whom?
3Who signs the customer?
4Where is the service delivered?
5Where does the data go?
6Is a local entity needed?
7Who imports or distributes?
8What approval stops launch?

Then we identify what needs to change for Indonesia, and what does not. For an international business, localisation should not mean rebuilding the entire global model unnecessarily.

The objective is to find a workable Indonesian route before substantial time and money have already been committed.

Discuss Entering Indonesia

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Sheila Thomas Law Office - Indonesia Market Entry
Deal & Risk Protection

Find the Weak Point Before It Becomes the Problem

Sheila Thomas Law Office

Our transactional work is shaped by knowing what happens when contracts are challenged, performance changes, counterparties stop cooperating and commercial assumptions fail. We use that perspective before the business commits.

// Structural Prevention Philosophy

This is not a litigation or debt-collection service.
It is part of how we structure transactions and commercial relationships to reduce avoidable disputes and protect the client’s position if something goes wrong.

Our Approach

We anticipate the uncomfortable possibilities while there is still leverage:

?What if they do not pay?
?What if performance drops?
?What if customer claims service failed?
?What if 3rd-party tech causes problem?
?What if distributor underperforms?
?What if one side needs to leave?
The objective is not to prepare for a fight.

It is to make the commercial position harder to break in the first place.

What We Help With

Contract risk reviews before signing
Liability and indemnity exposure
Payment and performance protection
Customer remedies
Responsibility allocation
Evidence & record-keeping provisions
Termination and exit
Distributor or partner underperformance
Funding downside protection
Commercial position assessment
Pre-signing stress tests of agreements

Discuss the Risk Before Signing

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Ongoing Counsel for Businesses

Ongoing Legal Support When the Business Keeps Moving

Sheila Thomas Law Office
Faster Context
Earlier Legal Input
More Consistent Decisions
Fewer Surprises

We provide ongoing Indonesian legal support for businesses that need regular legal input across contracts, transactions, operations, data, partnerships, funding and day-to-day commercial decisions.

This is for businesses that want consistent access to counsel without treating every new issue as a completely separate project.

Why Businesses Use Ongoing Counsel

Legal issues rarely arrive one at a time. Real-world triggers happen concurrently:

// Common Operational Triggers
A customer sends new paper or complex commercial terms.
A distributor asks for exclusivity or territory expansion.
Management is considering a strategic funding arrangement.
A vendor or partner needs access to customer or biometric data.
A regional General Counsel needs an Indonesia answer before a call.
A new product or business arrangement is about to move.

Starting from zero each time means repeating the commercial context, priorities and risk position again and again.

With ongoing counsel, we get to understand how the business operates, where its commercial priorities sit, which risks it is prepared to accept and which positions matter most.

Our Track Record & External General Counsel Experience

Our experience includes acting as external general counsel to an Asia-headquartered SaaS principal operating across multiple international markets, supporting technology contracts, Agentic AI, data privacy, reseller arrangements and broader commercial decisions.

The value is not simply being available for the next legal question. It is knowing enough about the business to understand why the question matters before answering it.

Ongoing counsel may suit businesses that:

Regularly negotiate customer, vendor or partner contracts
Work with Indonesian distributors, resellers, suppliers or enterprise clients
Need recurring Indonesian law support for regional / overseas legal teams
Operate across borders and need local input on contracts or data
Manage ongoing funding, corporate or operational matters
Want counsel who already understands the business when issues arrive

Discuss Ongoing Counsel

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