Product Development Contract Template for Philippines

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Key Requirements PROMPT example:

Product Development Contract

"I need a Product Development Contract for my tech startup to engage a software development company to create a mobile payment application, with development starting March 2025 and including source code escrow provisions under Philippine law."

Document background
The Product Development Contract serves as a crucial legal framework for organizations engaging in the development of new products or solutions in the Philippines. This document is essential when a company (client) wishes to engage a developer or development firm to create a specific product, whether it's software, hardware, or other tangible or intangible items. The contract addresses key aspects required under Philippine law, including intellectual property rights transfer, development specifications, quality standards, and compliance with local regulations such as the Intellectual Property Code and Consumer Act. It provides comprehensive coverage of project phases, acceptance testing, warranty terms, and risk allocation, while incorporating necessary protections for both parties under Philippine jurisdiction. The agreement is particularly important for establishing clear deliverables, timelines, and payment schedules while ensuring all aspects of the development process are properly documented and legally enforceable.
Suggested Sections

1. Parties: Identification of the contracting parties (client and developer)

2. Background: Context of the agreement and general purpose of the product development

3. Definitions: Key terms used throughout the agreement

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

5. Project Phases and Timelines: Breakdown of development phases, milestones, and delivery schedules

6. Payment Terms: Compensation structure, payment schedule, and related financial terms

7. Intellectual Property Rights: Ownership and rights to the developed product, including pre-existing IP and newly created IP

8. Confidentiality: Protection of confidential information and trade secrets

9. Representations and Warranties: Guarantees regarding capacity, quality, and performance

10. Testing and Acceptance: Procedures for testing deliverables and acceptance criteria

11. Term and Termination: Duration of the agreement and termination provisions

12. Liability and Indemnification: Allocation of risks and responsibilities between parties

13. Force Majeure: Provisions for unforeseen circumstances affecting contract performance

14. Governing Law and Dispute Resolution: Applicable law and methods for resolving disputes

15. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

Optional Sections

1. Source Code Escrow: Optional provision for source code protection through escrow services, typically used for critical software products

2. Third-Party Components: Section dealing with third-party software or components, needed if the product incorporates external elements

3. Data Privacy and Protection: Required if the product involves processing personal data

4. Training and Documentation: Optional section for projects requiring knowledge transfer or extensive documentation

5. Maintenance and Support: Post-development support terms, if ongoing maintenance is part of the agreement

6. Export Control: Required for products that may be subject to export regulations

7. Insurance Requirements: Specific insurance provisions for high-risk or high-value development projects

8. Change Management: Procedures for handling change requests during development

Suggested Schedules

1. Schedule A - Product Specifications: Detailed technical specifications and requirements for the product

2. Schedule B - Development Methodology: Description of the development approach, tools, and technologies to be used

3. Schedule C - Deliverables and Acceptance Criteria: Specific list of deliverables and their acceptance criteria

4. Schedule D - Payment Schedule: Detailed breakdown of payment terms, milestones, and amounts

5. Schedule E - Project Team: Key personnel and their roles in the development project

6. Schedule F - Service Level Agreement: Performance metrics and service levels if applicable

7. Appendix 1 - Technical Architecture: Technical architecture diagrams and documentation

8. Appendix 2 - Testing Procedures: Detailed testing protocols and procedures

9. Appendix 3 - Security Requirements: Security specifications and compliance requirements

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

Relevant legal definitions
Clauses
Relevant Industries

Technology

Manufacturing

Consumer Goods

Healthcare

Automotive

Electronics

Software Development

Biotechnology

Industrial Design

Telecommunications

Medical Devices

Consumer Electronics

Aerospace

Smart Devices

Relevant Teams

Legal

Product Development

Research and Development

Procurement

Innovation

Operations

Technical

Quality Assurance

Business Development

Contract Management

Project Management

Intellectual Property

Relevant Roles

Chief Technology Officer

Product Manager

Project Manager

Legal Counsel

Contract Manager

Development Manager

Innovation Director

Research and Development Director

Chief Operating Officer

Procurement Manager

Technical Director

Business Development Manager

Intellectual Property Manager

Quality Assurance Manager

Chief Executive Officer

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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