This agreement is designed to cover the provision of software development services, the licensing of rights in the software that results from those development services, and the provision of support and maintenance services in relation to that software.
This agreement comes in three versions: basic, standard and premium. Because of the number of different services and licensing issues the documents cover, even the basic agreement is relatively long. Accordingly, whichever document you choose, you should be prepared to invest time in editing it to suit your needs and circumstances.
While all three versions cover the basic software development process, only the standard and premium versions include specific clauses relating to set-up services and acceptance testing. In addition to these clauses, the premium version includes clauses covering additional development services provide after completion of the principal development project.
The documents are suitable for use when software is being licensed to the customer. They are not suitable for use when rights are being assigned or transferred (see our software development agreements for this situation). In addition to the core licensing and sub-licensing provisions, the standard and premium versions include optional clauses relating to source code licensing, while the premium version includes optional escrow provisions. (You will however need a separate escrow agreement with the escrow services provider.)
Other additions in the standard and premium version cover customer obligations, customer materials incorporated into the software, expenses, timesheets and confidentiality obligations.
On top of all this, the premium version includes clauses relating to contract management, change control, personal data processing, non-solicitation and export laws. All these provisions are optional.