| Author: | Alasdair Taylor |
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| Updated: | 12 October 2018 |
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| Length: | 15 pages (min.) |
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| Notes: | 15 pages (min.) |
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| Format: | MS Word (.DOCX) |
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It is not uncommon for a software developer to agree, at the time of contracting to provide development services, to provide accompanying support and maintenance. All the versions of this agreement combine these three elements.
The treatment of intellectual property rights in a software development agreement is always of crucial importance. Under this agreement, the copyright and other intellectual property rights in the developed software are transferred to the customer. In legal terms, this is known as an assignment. All versions of the agreement allow that there may be third party rights which cannot be assigned; only the premium version, however, contains express provision for the retention by the developer of rights in framework code. Such a retention may be necessary if the framework code is used by other clients of the developer - or if the developer plans to make the framework code available to others in future.
The standard version of this agreement was created by removing provisions from the premium version, and the basic version was created by removing provisions from the standard version. The standard version includes extra clauses relating to service levels, user acceptance testing (UAT), the set up of the software by the developer, confidentiality obligations and exceptions, travel etc expenses and timesheets. The premium version includes extra clauses relating to ongoing development services, the escrow of source code, contract management, GDPR-friendly personal data processing, publicity rights, non-solicitation of personnel and restrictions on export.
