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Software Development Partnership Agreement
"I need a Software Development Partnership Agreement under Hong Kong law for a partnership between my fintech startup and a major software development company, focusing on AI-driven financial software development with strict data protection requirements and revenue sharing arrangements, planned to commence in March 2025."
1. Parties: Identification of the contracting parties including registered details
2. Background: Context of the partnership and summary of the parties' intentions
3. Definitions and Interpretation: Definitions of key terms and interpretation rules
4. Partnership Scope and Objectives: Detailed description of the partnership's purpose and goals
5. Development Services: Scope of software development services to be provided
6. Project Governance: Management structure, decision-making processes, and reporting requirements
7. Intellectual Property Rights: Ownership and licensing of pre-existing and newly developed IP
8. Payment Terms: Financial arrangements, payment schedule, and cost sharing
9. Confidentiality: Protection and handling of confidential information
10. Data Protection and Security: Obligations regarding data handling and security measures
11. Term and Termination: Duration of agreement and termination provisions
12. Warranties and Indemnities: Representations, warranties, and indemnification obligations
13. Liability and Insurance: Limitation of liability and insurance requirements
14. Force Majeure: Provisions for handling events beyond parties' control
15. General Provisions: Standard boilerplate clauses including notices, amendment process, and governing law
1. Third Party Integration: Used when the software needs to integrate with third-party systems or services
2. Staff Transfer and Secondment: Include when staff will be transferred or seconded between partners
3. Revenue Sharing: Required when partners will share revenue from the developed software
4. Open Source Software: Include when open source components will be used in development
5. Marketing and Promotion: Add when partnership includes joint marketing activities
6. Service Levels: Include when specific performance metrics need to be maintained
7. Competition Restrictions: Add when partners need to restrict competitive activities
8. Escrow Arrangements: Include when source code needs to be held in escrow
9. International Operations: Required for partnerships operating across multiple jurisdictions
1. Schedule 1 - Development Specifications: Detailed technical specifications and requirements for the software
2. Schedule 2 - Project Plan and Milestones: Timeline, deliverables, and key milestones
3. Schedule 3 - Acceptance Testing: Testing procedures, criteria, and acceptance processes
4. Schedule 4 - Service Levels and KPIs: Detailed performance metrics and measurement methods
5. Schedule 5 - Pricing and Payment Schedule: Detailed breakdown of costs, payment terms, and schedules
6. Schedule 6 - Personnel and Resources: Key personnel, roles, and resource commitments
7. Schedule 7 - Technical Infrastructure: Infrastructure requirements and specifications
8. Schedule 8 - Change Control Procedure: Process for managing changes to scope or specifications
9. Appendix A - Form of Change Order: Template for documenting and approving changes
10. Appendix B - Security Requirements: Detailed security protocols and requirements
Authors
Information Technology
Financial Services
Healthcare
E-commerce
Manufacturing
Professional Services
Telecommunications
Education
Retail
Insurance
Banking
Media and Entertainment
Logistics and Supply Chain
Real Estate
Legal
Software Development
Information Technology
Project Management
Business Development
Operations
Commercial
Procurement
Risk Management
Compliance
Technical Architecture
Product Management
Chief Technology Officer
Head of Software Development
Legal Counsel
Project Manager
Software Development Manager
Business Development Director
Partnership Manager
Contract Manager
Chief Information Officer
Head of Legal
Technology Director
Solutions Architect
Product Manager
Development Team Lead
Chief Executive Officer
Commercial Director
Operations Manager
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