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Software Development And Maintenance Agreement
"I need a Software Development and Maintenance Agreement for a large-scale enterprise resource planning system to be developed and maintained by an Indonesian technology provider, with development starting March 2025 and including strict data protection requirements for handling sensitive financial data."
1. Parties: Identification of the parties entering into the agreement, including their legal status and registered addresses
2. Background: Context of the agreement, including the client's requirements and developer's capabilities
3. Definitions: Definitions of technical and legal terms used throughout the agreement
4. Scope of Services: Detailed description of development and maintenance services to be provided
5. Project Phases and Timelines: Breakdown of development phases, milestones, and delivery schedules
6. Acceptance Testing: Procedures for testing and accepting deliverables
7. Maintenance Services: Scope and terms of ongoing maintenance services
8. Service Levels: Performance standards, response times, and service level requirements
9. Changes and Change Control: Procedures for requesting and implementing changes to the scope or specifications
10. Fees and Payment: Payment terms, fee structure, and invoicing procedures
11. Intellectual Property Rights: Ownership and licensing of pre-existing and newly developed IP
12. Confidentiality: Protection of confidential information and trade secrets
13. Data Protection and Security: Obligations regarding data security and privacy compliance
14. Warranties and Indemnities: Warranties for services and software, and related indemnification provisions
15. Term and Termination: Duration of agreement and termination rights
16. Force Majeure: Provisions for handling events beyond parties' control
17. General Provisions: Standard legal provisions including notices, assignment, and amendments
18. Governing Law and Dispute Resolution: Choice of Indonesian law and dispute resolution procedures
1. Source Code Escrow: Optional provisions for source code escrow arrangements, recommended for business-critical applications
2. Third-Party Software: Provisions regarding use and licensing of third-party software components, if applicable
3. Training and Knowledge Transfer: Terms for training client personnel, if required
4. Business Continuity: Disaster recovery and business continuity provisions, recommended for mission-critical systems
5. Export Control: Compliance with export control laws, if software may be used internationally
6. Personnel Requirements: Specific requirements for development team members, if client has special needs
7. Security Clearance: Requirements for security clearance of personnel, if working with sensitive data
8. Hardware Requirements: Specifications for hardware requirements if hardware is part of the solution
1. Schedule 1 - Software Specifications: Detailed technical specifications of the software to be developed
2. Schedule 2 - Service Level Agreement: Detailed service levels, metrics, and penalties
3. Schedule 3 - Fee Schedule: Detailed breakdown of fees, payment milestones, and rates
4. Schedule 4 - Acceptance Test Criteria: Detailed acceptance testing procedures and criteria
5. Schedule 5 - Maintenance Services: Detailed description of maintenance services and support levels
6. Schedule 6 - Project Plan: Detailed project timeline, milestones, and resource allocation
7. Schedule 7 - Security Requirements: Detailed security protocols and requirements
8. Appendix A - Change Request Template: Standard template for requesting and documenting changes
9. Appendix B - Contact Details: Key contacts and escalation matrix for both parties
Authors
Information Technology
Banking and Finance
Healthcare
Education
Government
Retail
Manufacturing
Telecommunications
Insurance
E-commerce
Transportation and Logistics
Energy and Utilities
Legal
Information Technology
Procurement
Operations
Finance
Risk and Compliance
Information Security
Software Development
Project Management Office
Vendor Management
Technical Architecture
Quality Assurance
Chief Technology Officer
IT Director
Software Development Manager
Project Manager
Legal Counsel
Procurement Manager
Contract Manager
Chief Information Officer
Technical Architect
Operations Manager
Risk Manager
Compliance Officer
IT Security Manager
Development Team Lead
Business Analyst
Chief Financial Officer
Vendor Manager
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