Software Development Services Contract Template for Philippines

The Software Development Services Contract is essential for organizations engaging external developers or development firms in the Philippines. This document is specifically designed to comply with Philippine legal requirements while protecting both parties' interests in software development projects. It is commonly used when a company needs to outsource software development, engage contractors for specific projects, or establish long-term development relationships. The contract addresses crucial elements required by Philippine law, including electronic commerce regulations, data privacy requirements, and intellectual property protection. It provides comprehensive coverage of project specifications, development methodologies, delivery timelines, acceptance criteria, payment terms, and warranty provisions, while ensuring compliance with local labor laws and regulatory requirements.

1. Parties: Identification of the service provider (developer) and the client, including their legal names, addresses, and registration details

2. Background: Context of the agreement and brief description of the parties' business relationship

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

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

5. Project Timeline and Deliverables: Specific milestones, delivery dates, and acceptance criteria

6. Payment Terms: Fees, payment schedule, invoicing procedures, and payment methods

7. Intellectual Property Rights: Ownership and licensing of developed software, pre-existing IP, and third-party components

8. Confidentiality: Protection of confidential information and trade secrets

9. Warranties and Representations: Guarantees regarding service quality, compliance with specifications, and legal compliance

10. Term and Termination: Duration of the agreement and conditions for termination

11. Data Protection and Privacy: Compliance with Philippine Data Privacy Act and data handling procedures

12. Liability and Indemnification: Limitations of liability and indemnification obligations

13. Force Majeure: Provisions for unforeseen circumstances affecting performance

14. Governing Law and Dispute Resolution: Application of Philippine law and dispute resolution mechanisms

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