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Master Software Development Agreement
"Need a Master Software Development Agreement for our Singapore-based fintech startup engaging an external development team for a 3-year mobile banking platform project starting January 2025, with specific emphasis on data protection and source code ownership."
1. Parties: Identification of contracting parties with full legal names and addresses
2. Background: Context of the agreement and high-level objectives
3. Definitions: Key terms used throughout the agreement
4. Scope of Services: Detailed description of software development services to be provided
5. Project Management: Processes for project execution, reporting, and governance
6. Intellectual Property Rights: Ownership and licensing of IP created during development
7. Payment Terms: Fees, payment schedule, and invoicing procedures
8. Confidentiality: Protection of confidential information and trade secrets
9. Term and Termination: Duration of agreement and termination provisions
1. Change Control: Process for managing changes to scope or requirements - recommended for complex projects with likely scope changes
2. Service Levels: Performance metrics and service level commitments - recommended when specific performance standards are required
3. Data Protection: PDPA compliance and data handling requirements - required when personal data processing is involved
4. Source Code Escrow: Terms for source code deposit and release - recommended when source code access is critical for business continuity
5. Non-Solicitation: Restrictions on hiring each other's employees - recommended when protecting against staff poaching is important
1. Statement of Work: Detailed technical specifications and deliverables
2. Service Level Agreement: Detailed performance metrics and remedies
3. Price Schedule: Detailed breakdown of fees and payment milestones
4. Change Request Template: Standard form for requesting and documenting changes
5. Security Requirements: Technical and organizational security measures
6. Acceptance Test Criteria: Criteria and procedures for accepting deliverables
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