EXPLANATORY NOTES FOR THE SOFTWARE DEVELOPMENT SERVICES AGREEMENT, WHERE SUCH AGREEMENT IS IN FAVOUR OF THE PARTY RECEIVING THE SERVICES
This agreement is for use by entities that require software development services. It is an agreement that is structured to protect the rights of the party that RECEIVES the software development services.
Note that this agreement can only be used where the receiver of services does not constitute a “consumer” in terms of the Consumer Protection Act. i.e the receiver MUST BE a juristic entity with a turnover or asset value equal to, or more than R2m at the time of the transaction.
Note: we will shortly make available agreements that regulate transactions that fall under the Consumer Protection Act. This agreement is for transactions that DO NOT fall under the Consumer Protection Act. Always make certain that the receiver of services under this agreement is neither a juristic person with assets or a turnover UNDER R2m, nor a natural person.
PLEASE NOTE: If you are a party that PROVIDES software development services, it is suggested that you make use of the agreement, titled “Software Development Services Agreement- Provider“, as the latter agreement is more protective of your rights.
HOWEVER, if you are a party that RECEIVES the software development services, then this is the correct agreement for you to use as it is more protective of your rights.
- is legally and technically substantive (17 pages in total);
- is bordered;
- has pages numbered;
- is fully justified;
- is typed up using Tahoma font, size 10;
- has been meticulously spell-checked;
- is extremely professional in its appearance;
- has several drafting notes therein to guide a legal practitioner; please note that it is strongly advised that seasoned legal practitioners conclude final drafts of this agreement as such is very technical in nature;
- can be printed onto 17 A4 pages. (In the interests of the environment, it is suggested that the agreement rather be printed back to back on 9 pages.);
- can be used where entities outsource the development of software to independent software developers.
This SOFTWARE DEVELOPMENT AGREEMENT-RECEIVER contains the following clauses:
- DEFINITIONS AND INTERPRETATION
- APPOINTMENT AND RELATIONSHIP BETWEEN THE PARTIES
- GOOD FAITH
- THE SOFTWARE APPLICATION SERVICES
- DEVIATIONS TO SPECIFICATION
- RISK AND OWNERSHIP
- UPDATING OF SOFTWARE APPLICATION
- INDEMNITY AND INSURANCES
- GOVERNING LAW AND JURISDICTION
- DISPUTE RESOLUTION
- CESSION AND ASSIGNMENT
- WARRANTIES AND REPRESENTATIONS
- DOMICILIUM AND NOTICES
APPENDIX 1: FUNCTIONAL SPECIFICATIONS
APPENDIX 2: DEVELOPMENT PHASES
APPENDIX 3: PAYMENT
APPENDIX 4: FORM OF CONFIDENTIALITY UNDERTAKING
Please read carefully through the agreement and fill in all missing details; in preparing a signature document, please have regard to all the notes we have placed hereon to assist you with the conclusion of a professional, legally binding agreement.
We appreciate any constructive feedback concerning this agreement; such can be emailed to firstname.lastname@example.org.