Freelance Software Developer Contract Template for India

The Freelance Software Developer Contract is essential for businesses operating in India that engage independent software developers for project-based work. This document serves as a crucial legal framework that protects both parties' interests while ensuring compliance with Indian legislation. It's particularly relevant in today's growing gig economy where companies increasingly rely on freelance technical talent. The contract addresses key aspects including project scope, deliverables, intellectual property rights, confidentiality, payment terms, and liability limitations. It's designed to comply with Indian contract law, IT regulations, and tax requirements while providing flexibility for various software development projects. This agreement is commonly used by both technology companies and traditional businesses undertaking digital transformation initiatives.

1. Parties: Identification of the client and the freelance developer, including full legal names, addresses, and registration details if applicable

2. Background: Context of the agreement and brief description of the client's business and need for software development services

3. Definitions: Key terms used throughout the agreement including 'Services', 'Deliverables', 'Intellectual Property Rights', 'Confidential Information'

4. Scope of Services: Detailed description of the software development services to be provided

5. Independent Contractor Status: Clear statement of freelancer's status as an independent contractor, not an employee

6. Term and Termination: Duration of the agreement and conditions for termination by either party

7. Payment Terms: Compensation, payment schedule, expenses, and invoicing procedures

8. Intellectual Property Rights: Ownership of code, transfer of rights, and pre-existing IP

9. Confidentiality: Protection of confidential information and trade secrets

10. Deliverables and Acceptance: Description of deliverables, acceptance criteria, and testing procedures

11. Warranties and Representations: Warranties regarding service quality, code originality, and compliance with laws

12. Limitation of Liability: Caps on liability and exclusions of certain types of damages

13. Indemnification: Mutual indemnification obligations for various risks

14. Force Majeure: Provisions for unforeseeable circumstances preventing performance

15. Governing Law and Jurisdiction: Application of Indian law and jurisdiction for disputes

16. General Provisions: Standard boilerplate clauses including notices, amendment procedures, and severability