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Software Development Outsourcing Contract
"I need a Software Development Outsourcing Contract for outsourcing our mobile app development to an Indian company, with strict IP protection clauses and milestone-based payments starting from March 2025."
1. Parties: Identification of contracting parties including legal names and addresses
2. Background: Context of the agreement and business relationship
3. Definitions: Key terms used throughout the agreement
4. Scope of Services: Detailed description of software development services to be provided
5. Project Timeline: Delivery schedules and milestones
6. Payment Terms: Pricing, payment schedule, and invoicing procedures
7. Intellectual Property Rights: Ownership and licensing of developed software
8. Confidentiality: Protection of proprietary information
9. Term and Termination: Duration and conditions for ending the agreement
1. Change Management: Procedures for handling scope changes - recommended for complex projects with likely scope changes
2. Service Level Agreement: Performance metrics and standards - recommended when ongoing maintenance is included
3. Data Processing Agreement: Terms for handling personal data - required when processing personal data
1. Schedule 1 - Technical Requirements: Detailed technical specifications and requirements
2. Schedule 2 - Project Plan: Detailed timeline, resources, and deliverables
3. Schedule 3 - Rate Card: Detailed pricing for different services and resources
4. Schedule 4 - Security Requirements: Security protocols and compliance requirements
5. Schedule 5 - Testing Procedures: Acceptance testing criteria and procedures
Authors
Acceptance Criteria
Acceptance Tests
Background IP
Change Request
Confidential Information
Deliverables
Development Services
Documentation
Effective Date
Fees
Final Acceptance
Foreground IP
Intellectual Property Rights
Milestone
Open Source Software
Project
Project Manager
Project Plan
Services
Software
Source Code
Specifications
Statement of Work
Technical Requirements
Term
Third Party Materials
Work Product
Acceptance Testing
Project Management
Change Control
Payment Terms
Intellectual Property Rights
Confidentiality
Data Protection
Warranties
Service Levels
Personnel Requirements
Governance
Force Majeure
Liability Limitations
Indemnification
Term and Termination
Exit Assistance
Non-Solicitation
Dispute Resolution
Compliance with Laws
Information Security
Subcontracting
Insurance
Audit Rights
Assignment
Notice Requirements
Source Code Escrow
Maintenance and Support
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