Master Service Agreement Software Development for Australia

Master Service Agreement Software Development Template for Australia

A comprehensive legal agreement governed by Australian law that establishes the framework for software development services between a service provider and a client. This agreement sets out the fundamental terms and conditions governing the ongoing relationship, including project execution, intellectual property rights, service levels, payment terms, and risk allocation. It serves as an umbrella agreement under which specific Statements of Work can be executed for individual development projects, ensuring consistency in terms while maintaining flexibility for project-specific requirements.

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What is a Master Service Agreement Software Development?

The Master Service Agreement Software Development is designed for businesses engaging in ongoing software development services in Australia. It serves as a foundational document that establishes the legal and commercial framework for the relationship between software development service providers and their clients. This agreement is particularly suitable when parties anticipate multiple development projects over time and need a consistent set of terms governing their relationship. It addresses key aspects including intellectual property rights, development methodologies, acceptance testing, warranties, and service levels, while complying with Australian legal requirements including the Competition and Consumer Act, Privacy Act, and relevant intellectual property legislation. The agreement allows for project-specific details to be captured in separate Statements of Work, providing both structure and flexibility in the service delivery relationship.

What sections should be included in a Master Service Agreement Software Development?

1. Parties: Identification of the contracting parties including full legal names, ABNs, and registered addresses

2. Background: Context of the agreement and general purpose of the relationship

3. Definitions and Interpretation: Defined terms, interpretation rules, and hierarchy of documents

4. Term and Renewal: Duration of the agreement, renewal provisions, and conditions for extension

5. Services Framework: Overview of services, engagement process, and service delivery model

6. Statement of Work Process: Process for creating, approving, and managing Statements of Work

7. Development Methodology: Agreed development methodology, sprint cycles, and delivery approach

8. Service Levels: Performance standards, measurement criteria, and remedies for non-performance

9. Acceptance Testing: Testing procedures, acceptance criteria, and defect resolution process

10. Intellectual Property Rights: IP ownership, licenses, pre-existing IP, and newly created IP

11. Charges and Payment: Fee structure, payment terms, expenses, and invoicing requirements

12. Personnel and Resources: Key personnel requirements, resource management, and substitution rights

13. Security and Data Protection: Security standards, data handling requirements, and breach procedures

14. Confidentiality: Protection of confidential information and permitted disclosures

15. Warranties and Representations: Standard and specific warranties for software development services

16. Liability and Indemnities: Limitation of liability, indemnification obligations, and insurance requirements

17. Termination: Termination rights, processes, and consequences

18. General Provisions: Standard boilerplate clauses including governing law, notices, and dispute resolution

What sections are optional to include in a Master Service Agreement Software Development?

1. Change Control: Include when formal change management procedures are required for scope or specification changes

2. Business Continuity: Include for critical systems or when the client requires specific disaster recovery provisions

3. Third Party Components: Include when the solution will incorporate third-party software or open source components

4. Transition Services: Include when specific provisions are needed for transition in/out phases

5. Governance: Include for complex or long-term arrangements requiring formal governance structures

6. Audit Rights: Include when the client requires specific audit rights beyond standard reporting

7. Service Credits: Include when financial remedies are required for service level failures

8. Export Control: Include when software or services may be subject to export control regulations

What schedules should be included in a Master Service Agreement Software Development?

1. Schedule 1 - Service Description: Detailed description of software development services and methodologies

2. Schedule 2 - Service Levels: Detailed service level requirements, measurement, and reporting

3. Schedule 3 - Charges: Detailed pricing, rate cards, and payment terms

4. Schedule 4 - Security Requirements: Specific security standards, protocols, and compliance requirements

5. Schedule 5 - Form of Statement of Work: Template for individual Statements of Work

6. Schedule 6 - Technical Standards: Required technical standards, platforms, and tools

7. Schedule 7 - Testing Procedures: Detailed testing requirements and acceptance criteria

8. Schedule 8 - Personnel: Key personnel, roles, qualifications, and replacement procedures

9. Appendix A - Change Request Template: Standard form for requesting and documenting changes

10. Appendix B - Report Templates: Standard templates for required reporting

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

Jurisdiction

Australia

Publisher

Genie AI

Sector

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Technology

Financial Services

Healthcare

Education

Government

Retail

Manufacturing

Telecommunications

Professional Services

Energy and Utilities

Mining

Transport and Logistics

Media and Entertainment

Agriculture

Construction

Relevant Teams

Legal

Information Technology

Procurement

Risk and Compliance

Information Security

Software Development

Project Management Office

Operations

Commercial

Vendor Management

Digital

Innovation

Technical Architecture

Quality Assurance

Relevant Roles

Chief Technology Officer

Chief Information Officer

IT Director

Software Development Manager

Project Manager

Legal Counsel

Procurement Manager

Contract Manager

Information Security Officer

Risk Manager

Commercial Manager

Technical Architect

Development Team Lead

Operations Manager

Vendor Management Officer

Chief Digital Officer

Innovation Manager

Technology Procurement Specialist

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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