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Development Service Agreement
"I need a Development Service Agreement for a mobile banking app project where my company will be hiring a local Philippine software development firm for a 12-month project starting March 2025, with strict data privacy requirements and source code ownership provisions."
1. Parties: Identifies and provides details of the contracting parties
2. Background: Provides context and purpose of the agreement
3. Definitions: Defines key terms used throughout the agreement
4. Scope of Services: Details the development services to be provided
5. Project Timeline and Deliverables: Specifies project phases, milestones, and deliverables
6. Payment Terms: Details fees, payment schedule, and payment methods
7. Intellectual Property Rights: Addresses ownership and licensing of developed IP
8. Confidentiality: Covers protection of confidential information
9. Data Privacy and Protection: Ensures compliance with Philippine Data Privacy Act
10. Warranties and Representations: States guarantees made by each party
11. Limitation of Liability: Sets boundaries for party liabilities
12. Term and Termination: Specifies duration and termination conditions
13. Force Majeure: Addresses unforeseen circumstances preventing performance
14. Dispute Resolution: Outlines process for resolving disagreements
15. General Provisions: Includes standard boilerplate clauses
1. Source Code Escrow: Optional section for source code protection, used when critical applications are being developed
2. Service Level Agreement: Used when ongoing maintenance or support is part of the development services
3. Change Management: Include when project scope might need flexibility for changes
4. Security Requirements: Required for projects involving sensitive data or systems
5. Training and Knowledge Transfer: Include when client staff need training on developed systems
6. Third-Party Components: Used when third-party software or services are part of the solution
7. Export Control: Required for international projects or technology transfer
8. Insurance Requirements: Include for high-value or high-risk projects
1. Schedule A - Scope of Work: Detailed technical specifications and requirements
2. Schedule B - Project Timeline: Detailed project schedule, milestones, and delivery dates
3. Schedule C - Fee Schedule: Detailed breakdown of fees, rates, and payment milestones
4. Schedule D - Service Levels: Performance metrics and service level requirements
5. Schedule E - Technical Requirements: Specific technical standards and requirements
6. Schedule F - Testing and Acceptance Criteria: Detailed acceptance testing procedures and criteria
7. Schedule G - Personnel: Key personnel and their roles/responsibilities
8. Appendix 1 - Change Request Template: Standard form for requesting changes to scope
9. Appendix 2 - Progress Report Template: Standard format for progress reporting
Authors
Acceptance Tests
Affiliate
Agreement
Applicable Law
Background IP
Business Day
Change Request
Confidential Information
Deliverables
Development Services
Documentation
Effective Date
Final Acceptance
Force Majeure Event
Foreground IP
Good Industry Practice
Implementation Schedule
Intellectual Property Rights
Key Personnel
Maintenance Services
Milestone
Object Code
Personal Data
Project
Project Manager
Project Plan
Service Levels
Service Provider Materials
Software
Source Code
Specifications
Statement of Work
Support Services
Term
Third Party Materials
Updates
User Acceptance Testing
Work Product
Services Scope
Project Management
Service Provider Obligations
Client Obligations
Change Control
Acceptance Testing
Intellectual Property Rights
Data Protection
Confidentiality
Personnel
Payment Terms
Warranties
Indemnification
Limitation of Liability
Force Majeure
Term and Termination
Exit Management
Non-Solicitation
Assignment
Subcontracting
Audit Rights
Insurance
Dispute Resolution
Governing Law
Notices
Anti-Corruption
Service Levels
Security Requirements
Regulatory Compliance
Third Party Rights
Entire Agreement
Severability
Waiver
Amendments
Counterparts
Information Technology
Software Development
Financial Services
E-commerce
Healthcare
Education
Manufacturing
Telecommunications
Real Estate
Professional Services
Media and Entertainment
Retail
Government and Public Sector
Legal
Information Technology
Procurement
Software Development
Operations
Risk and Compliance
Project Management Office
Vendor Management
Contract Administration
Technical Operations
Chief Technology Officer
Legal Counsel
Project Manager
Contract Manager
Procurement Manager
IT Director
Software Development Manager
Business Development Manager
Operations Director
Technical Program Manager
Vendor Manager
Chief Information Officer
Head of Engineering
Legal Operations Manager
Risk Manager
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