Software Development Consulting Agreement Template for Philippines

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Key Requirements PROMPT example:

Software Development Consulting Agreement

"I need a Software Development Consulting Agreement for a 6-month mobile app development project starting March 2025, where we'll be hiring an external consultant to develop our company's first e-commerce app, with specific focus on data privacy and user security requirements under Philippine law."

Document background
The Software Development Consulting Agreement is essential for businesses in the Philippines engaging external software development expertise. This document is particularly relevant in today's digital economy where companies increasingly rely on specialized software solutions for their operations. The agreement, governed by Philippine law, establishes clear parameters for the consulting relationship, protecting both the client's interests and the consultant's rights. It incorporates crucial elements such as intellectual property provisions, data privacy compliance (under RA 10173), delivery milestones, acceptance criteria, and payment terms. The document is structured to comply with Philippine legal requirements while following international best practices in software development contracting. It's particularly valuable for businesses seeking to document and formalize their software development arrangements, whether for one-time projects or ongoing development services.
Suggested Sections

1. Parties: Identification and details of the consulting company/individual and the client company

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

3. Definitions: Definitions of key terms used throughout the agreement

4. Scope of Services: Detailed description of the consulting services to be provided, including software development specifications

5. Term and Timeline: Duration of the agreement and key project milestones

6. Consultant's Obligations: Key responsibilities and commitments of the consultant, including quality standards and professional conduct

7. Client's Obligations: Client responsibilities, including provision of necessary information and resources

8. Deliverables: Specific outputs and deliverables to be provided by the consultant

9. Acceptance Criteria: Standards and procedures for accepting deliverables

10. Fees and Payment Terms: Compensation, payment schedule, and related financial terms

11. Intellectual Property Rights: Ownership and rights to software, code, and other developed materials

12. Confidentiality: Protection of confidential information and trade secrets

13. Data Protection: Compliance with data privacy laws and data handling requirements

14. Warranties and Representations: Guarantees provided by both parties regarding capacity and service quality

15. Limitation of Liability: Limits on parties' liability and exclusions

16. Termination: Conditions and procedures for ending the agreement

17. General Provisions: Standard legal provisions including governing law, notices, and dispute resolution

Optional Sections

1. Non-Competition: Restrictions on consultant's ability to work with competitors, used when sensitive industry knowledge is involved

2. Source Code Escrow: Provisions for source code safekeeping, used for critical software projects

3. Change Control: Procedures for managing changes to project scope or requirements, used in complex projects

4. Service Level Agreement: Specific performance metrics and standards, used when ongoing maintenance is included

5. Insurance: Insurance requirements for the consultant, used in high-value or high-risk projects

6. Security Requirements: Specific security protocols and standards, used when handling sensitive data

7. Third-Party Software: Provisions regarding use and licensing of third-party software, used when external tools are needed

8. Training and Knowledge Transfer: Requirements for training client staff, used when knowledge transfer is crucial

Suggested Schedules

1. Schedule A - Service Specifications: Detailed technical specifications of the software development work

2. Schedule B - Project Timeline: Detailed project phases, milestones, and delivery dates

3. Schedule C - Fee Schedule: Detailed breakdown of fees, rates, and payment milestones

4. Schedule D - Acceptance Test Criteria: Specific criteria and procedures for testing and accepting deliverables

5. Schedule E - Key Personnel: List of key team members and their roles

6. Appendix 1 - Technical Requirements: Detailed technical requirements and standards

7. Appendix 2 - Security Protocols: Specific security requirements and procedures

8. Appendix 3 - Change Request Form: Standard form for requesting and documenting changes

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

Information Technology

Financial Services

E-commerce

Healthcare

Manufacturing

Retail

Education

Telecommunications

Professional Services

Real Estate

Insurance

Banking

Logistics

Government Services

Media and Entertainment

Relevant Teams

Legal

Information Technology

Procurement

Operations

Software Development

Project Management

Risk Management

Compliance

Finance

Executive Leadership

Business Development

Vendor Management

Relevant Roles

Chief Technology Officer

IT Director

Software Development Manager

Project Manager

Legal Counsel

Procurement Manager

Contract Administrator

Chief Information Officer

Software Engineer

Business Development Manager

Operations Director

Chief Executive Officer

Technical Lead

vendor Manager

Risk Management Officer

Compliance 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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