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1. Parties: Identification and details of the contracting parties (developer and client)
2. Background: Context of the agreement and brief description of the project purpose
3. Definitions: Detailed definitions of technical terms, project-specific terminology, and contract interpretation guidelines
4. Scope of Services: Detailed description of the software development services to be provided
5. Project Timeline and Milestones: Specific deadlines, delivery dates, and project phases
6. Payment Terms: Fee structure, payment schedule, and invoicing requirements
7. Intellectual Property Rights: Ownership and licensing of the developed software and related materials
8. Confidentiality: Protection of trade secrets, proprietary information, and client data
9. Acceptance Testing: Procedures for testing, acceptance criteria, and sign-off requirements
10. Warranties and Representations: Guarantees regarding software performance, quality, and compliance
11. Limitation of Liability: Caps on liability and exclusions of certain types of damages
12. Term and Termination: Duration of the agreement and circumstances for termination
13. Data Protection: Compliance with PDPA 2010 and data handling requirements
14. General Provisions: Standard legal clauses including governing law, notices, and dispute resolution
1. Source Code Escrow: Terms for source code storage with a third party, used when client requires access to source code under specific conditions
2. Change Management: Procedures for handling change requests and scope modifications, important for larger projects
3. Service Level Agreement: Specific performance metrics and support requirements, needed when ongoing maintenance is included
4. Third-Party Components: Terms regarding use and licensing of third-party software, necessary when external components are used
5. Security Requirements: Specific security standards and compliance requirements, essential for sensitive applications
6. Training and Documentation: Requirements for user training and system documentation, important when knowledge transfer is needed
7. Disaster Recovery: Procedures for data backup and system recovery, crucial for mission-critical applications
8. International Data Transfer: Terms for cross-border data transfers, required when data processing occurs across countries
1. Schedule A - Technical Specifications: Detailed technical requirements, functionality specifications, and system architecture
2. Schedule B - Project Plan: Detailed timeline, resource allocation, and delivery milestones
3. Schedule C - Acceptance Criteria: Specific criteria and testing procedures for software acceptance
4. Schedule D - Fee Schedule: Detailed breakdown of costs, payment milestones, and rate cards
5. Schedule E - Service Levels: Performance metrics, response times, and support requirements
6. Appendix 1 - Change Request Template: Standard form for requesting and documenting changes to project scope
7. Appendix 2 - Testing Procedures: Detailed procedures for various testing phases including unit, integration, and user acceptance testing
8. Appendix 3 - Security Standards: Specific security requirements and compliance standards to be followed
Acceptance Tests
Agreement
Background Materials
Business Day
Client Materials
Confidential Information
Defect
Deliverables
Developer Materials
Development Services
Documentation
Effective Date
Final Acceptance
Force Majeure Event
Implementation Plan
Intellectual Property Rights
Milestone
Project Manager
Project Plan
Project Specifications
Quality Standards
Services
Software
Source Code
Specifications
Support Services
Technical Requirements
Term
Third Party Materials
Updates
User Acceptance Testing
Warranty Period
Services Scope
Project Management
Development Methodology
Deliverables
Timeline
Acceptance Testing
Payment Terms
Intellectual Property
Source Code Rights
Confidentiality
Data Protection
Warranties
Indemnification
Limitation of Liability
Force Majeure
Term and Termination
Change Control
Service Levels
Documentation
Support and Maintenance
Security Requirements
Dispute Resolution
Assignment
Subcontracting
Notice
Governing Law
Entire Agreement
Severability
Third Party Rights
Non-Solicitation
Insurance
Compliance with Laws
Audit Rights
Information Technology
Financial Services
Healthcare
Education
E-commerce
Manufacturing
Government
Telecommunications
Professional Services
Retail
Logistics
Insurance
Banking
Real Estate
Construction
Legal
Information Technology
Procurement
Software Development
Project Management
Operations
Risk Management
Compliance
Digital Transformation
Engineering
Information Security
Vendor Management
Chief Technology Officer
IT Director
Software Development Manager
Project Manager
Legal Counsel
Procurement Manager
Contract Manager
Technology Consultant
Business Development Manager
Operations Director
Chief Information Officer
Software Architect
Technical Lead
Head of Engineering
Digital Transformation Manager
IT Procurement Specialist
Legal Technology Specialist
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