Development and Licensing Schedule

Software Development and Licensing Terms Schedule

BUS.ITFA.02

This Software Development and Licensing Terms Schedule is designed for use with the IT Services Framework Agreement in this subfolder.

This Schedule contains the additional terms which can be attached to the Framework Agreement (before it is signed) so that they will then apply to an order for software development and licensing services.

The IT Services Framework Agreement enables a client to place an order from time to time with a supplier of IT services such that each order is on pre-agreed terms.

This Schedule (and the Agreement) do not in themselves require the client to place any order at all. Only when the client chooses to place an order will there be a binding contract for the supplier to supply, and the client to pay for, the particular services covered by the order.

Optional phrases / clauses are enclosed in square brackets. These should be read carefully and selected so as to be compatible with one another. Unused options should be removed from the document.

This Software Development and Licensing Terms Schedule contains the following clauses:

1. Background

2. Definitions and Interpretation

3. The Project

4. Personnel

5. Company’s Obligations

6. Change Requests

7. Acceptance Tests and Liquidated Damages

8. Representatives and Progress Meetings

9. Warranties

10. Undertakings

11. Licence

12. Proprietary Rights

13. Charges and Expenses

14. Terms of Payment

15. Liability and Insurance

16. Confidentiality

17. Force Majeure - termination

18. Term and termination

19. Effects of termination

20. Further Assurance

21. Costs

22. Set Off

23. Time

24. Non-Solicitation

25. Counterparts

26. Dispute Resolution

and the following annexes:

Annex 1 New Software Specification

Annex 2 Implementation Plan

Annex 3 Payment Annex

Annex 4 Source Software Specification

Annex 5 Additional Services

This Software Development and Licensing Terms Schedule is in open format. Either enter the requisite details in the highlighted fields or adjust the wording to suit your purposes.

Once you have purchased access to the appropriate document folder click on the “Download Document” link below. You will be asked what you want to do with the file. It is recommended that you save the document to a location of your choice prior to viewing.

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