Technology Development Agreement Template for Switzerland

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Key Requirements PROMPT example:

Technology Development Agreement

"I need a Technology Development Agreement for a Swiss fintech company developing a custom banking software solution, with strict security requirements and data protection measures, planned to commence in March 2025."

Document background
The Technology Development Agreement is essential for parties engaging in custom technology development projects under Swiss jurisdiction. It is particularly useful when a company or organization requires bespoke software, hardware, or other technology solutions developed to their specifications. The agreement comprehensively addresses key aspects such as project scope, intellectual property rights, development methodology, acceptance testing, and risk allocation. It incorporates relevant provisions from Swiss law, including the Swiss Code of Obligations and federal intellectual property regulations, while providing flexibility to accommodate various development methodologies and project requirements. This document is crucial for establishing clear expectations, protecting both parties' interests, and ensuring smooth project execution in technology development relationships.
Suggested Sections

1. Parties: Identification and details of the contracting parties

2. Background: Context of the agreement and general objectives of the development project

3. Definitions: Definitions of key terms used throughout the agreement

4. Scope of Development: Detailed description of the technology to be developed and development services

5. Project Management: Project governance structure, reporting requirements, and decision-making processes

6. Development Process: Development methodology, milestones, and delivery schedule

7. Acceptance Testing: Procedures for testing and accepting deliverables

8. Intellectual Property Rights: Ownership and licensing of pre-existing IP and newly developed IP

9. Payment Terms: Development fees, payment schedule, and expenses

10. Confidentiality: Protection of confidential information and trade secrets

11. Warranties and Representations: Standard warranties regarding capability and right to contract

12. Liability and Indemnification: Limitation of liability and indemnification obligations

13. Term and Termination: Duration of agreement and termination rights

14. General Provisions: Standard boilerplate clauses including governing law and jurisdiction

Optional Sections

1. Source Code Escrow: Required when source code needs to be held in escrow for business continuity

2. Data Protection: Required when personal data processing is involved in development

3. Open Source Software: Required when open source components are used in development

4. Change Control: Required for complex projects where scope changes are likely

5. Support and Maintenance: Required when post-development support is part of the agreement

6. Third Party Components: Required when third-party technology or components will be incorporated

7. Export Control: Required when technology may be subject to export restrictions

8. Knowledge Transfer: Required when transfer of knowledge to client team is needed

Suggested Schedules

1. Technical Specifications: Detailed technical requirements and specifications for the development

2. Project Plan: Detailed timeline, milestones, and resource allocation

3. Acceptance Criteria: Specific criteria for accepting deliverables

4. Price Schedule: Detailed breakdown of fees, costs, and payment milestones

5. Service Levels: Performance metrics and service level requirements

6. Personnel: Key personnel and their roles in the development project

7. Pre-existing IP: List of intellectual property brought to the project by each party

8. Security Requirements: Security standards and requirements for development

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Information Technology

Software Development

Telecommunications

Financial Services

Healthcare Technology

Manufacturing

Research & Development

Biotechnology

Automotive

Energy

Digital Services

E-commerce

Relevant Teams

Legal

Information Technology

Software Development

Project Management

Procurement

Research & Development

Product Development

Innovation

Contracts Administration

Technical Operations

Relevant Roles

Chief Technology Officer

Head of Legal

Project Manager

Software Development Manager

Contract Manager

Legal Counsel

Technical Director

Innovation Manager

Product Owner

Development Team Lead

Procurement Manager

IT Director

Research & Development Director

Chief Information Officer

Technology Consultant

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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