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Software Development And Maintenance Agreement Template for Malaysia

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Key Requirements PROMPT example:

Software Development And Maintenance Agreement

"I need a Software Development and Maintenance Agreement for my fintech startup to engage a Malaysian software vendor to develop and maintain a mobile payment application, with strong data security provisions and compliance with Bank Negara Malaysia regulations."

Document background
The Software Development and Maintenance Agreement is essential for organizations engaging external providers for custom software development projects in Malaysia. This document is particularly relevant when a company needs to commission bespoke software development while ensuring continued support and maintenance after deployment. The agreement, governed by Malaysian law, encompasses crucial elements such as project scope, development methodology, acceptance testing, intellectual property rights, data protection compliance, and ongoing maintenance obligations. It's designed to protect both the client's interests in obtaining quality software and the developer's rights to fair compensation while ensuring compliance with Malaysian regulatory requirements including the Personal Data Protection Act 2010 and Communications and Multimedia Act 1998. This agreement type is particularly important for establishing clear deliverables, timelines, and service levels while providing mechanisms for change management and dispute resolution.
Suggested Sections

1. Parties: Identification and details of the contracting parties (developer/service provider and client)

2. Background: Context of the agreement, including brief description of the project and parties' objectives

3. Definitions: Definitions of technical and legal terms used throughout the agreement

4. Scope of Services: Detailed description of software development and maintenance services to be provided

5. Development Methodology: Description of the development approach, project phases, and delivery methodology

6. Acceptance Testing: Procedures for testing and accepting deliverables, including acceptance criteria

7. Project Management: Project governance, reporting structure, and communication protocols

8. Timeline and Milestones: Development schedule, key milestones, and delivery dates

9. Maintenance and Support: Ongoing maintenance obligations, support levels, and response times

10. Charges and Payment: Fee structure, payment terms, and expenses

11. Intellectual Property Rights: Ownership and licensing of IP in the developed software and materials

12. Data Protection and Security: Obligations regarding data protection, security measures, and compliance

13. Confidentiality: Protection of confidential information and trade secrets

14. Warranties and Representations: Warranties regarding services, deliverables, and general representations

15. Liability and Indemnities: Limitation of liability and indemnification obligations

16. Term and Termination: Duration of agreement, renewal terms, and termination rights

17. Force Majeure: Provisions for handling events beyond parties' reasonable control

18. General Provisions: Standard boilerplate clauses including governing law, notices, and assignment

Optional Sections

1. Third-Party Software: Include when third-party software or open-source components are used in development

2. Change Control: Include for projects likely to have significant scope changes or variations

3. Source Code Escrow: Include when source code needs to be held in escrow for client security

4. Service Levels: Include when specific performance metrics and service levels are required

5. Disaster Recovery: Include for business-critical software requiring disaster recovery procedures

6. Staff and Resources: Include when specific personnel or resource commitments are crucial

7. International Data Transfers: Include when data will be transferred across borders

8. Export Controls: Include when software may be subject to export control regulations

9. Cloud Services: Include when software will be deployed or hosted in the cloud

Suggested Schedules

1. Schedule 1 - Software Specifications: Detailed technical specifications and requirements for the software

2. Schedule 2 - Development Services: Detailed scope of development services and deliverables

3. Schedule 3 - Maintenance Services: Detailed maintenance and support services specifications

4. Schedule 4 - Service Levels: Performance metrics, service levels, and related penalties/credits

5. Schedule 5 - Charges: Detailed fee structure, rates, and payment milestones

6. Schedule 6 - Testing Procedures: Detailed testing requirements and acceptance criteria

7. Schedule 7 - Project Plan: Detailed project timeline, milestones, and resource allocation

8. Schedule 8 - Security Requirements: Detailed security specifications and compliance requirements

9. Appendix A - Form of Change Order: Template for documenting and approving changes to project scope

10. Appendix B - Key Personnel: List of key personnel from both parties involved in the project

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions






































Clauses
































Relevant Industries

Information Technology

Financial Services

Healthcare

E-commerce

Manufacturing

Education

Telecommunications

Retail

Professional Services

Government

Insurance

Banking

Logistics

Real Estate

Energy

Relevant Teams

Legal

Information Technology

Procurement

Risk & Compliance

Information Security

Operations

Software Development

Project Management

Vendor Management

Commercial

Finance

Technical Architecture

Relevant Roles

Chief Technology Officer

IT Director

Legal Counsel

Procurement Manager

Project Manager

Software Development Manager

Contract Manager

Information Security Officer

Technology Risk Manager

Solutions Architect

Business Analyst

Operations Director

Chief Information Officer

Vendor Management Officer

Commercial Director

Industries










Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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