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1、SOFTWARE Development AgreementThis SOFTWARE Development Agreement (“Agreement”) is made and effective this (Date), by and between (“CUSTOMER”) and (” COMPANY”) . In consideration of the mutual promises contained in this Agreement through negotiations on the basis of equality, the parties agree as fo
2、llows:1. Duties and ResponsibilitiesThe Agreement is applied for the SOFTWARE development in which CUSTOMER entrusts COMPANY to .A. CUSTOMER should provide B. COMPANY shall .eer ny specific details doc.2. Ownership of SOFTWARE COMPANY agrees that the ownership of the SOFTWARE is owned by CUSTOMER, i
3、ncluding . COMPANY hereby assigns CUSTOMER, without further compensation, all of its right, title and interest in and to the SOFTWARE and any and all related patents, patent applications, copyrights, copyright applications, trademark and trade names in (area) and elsewhere. COMPANY shall keep and ma
4、intain adequate and current written records with respect to the SOFTWARE (in kinds of forms), which records shall be available to and remain the sole property of CUSTOMER at all times. All versions of the SOFTWARE shall contain CUSTOMERs conspicuous notice of copyright. COMPANY will assist CUSTOMER
5、in obtaining and enforcing patent, copyright and other forms of legal protection for the SOFTWARE in any country. 3. Delivery and Acceptance COMPANY shall deliver to CUSTOMER, including , on or before . CUSTOMER shall test the SOFTWARE for days. If the SOFTWARE fails to meet the technical requiremen
6、ts, CUSTOMER shall notify COMPANY in written within days. COMPANY shall modify the SOFTWARE according the technical requirements within 5 days, and extend the testing to days. 4. PaymentCUSTOMER shall pay COMPANY % of the Agreement sum after days receiving the invoice from COMPANY. The final payment
7、 will be made after CUSTOMER accepts the qualified SOFTWARE and .The information of COMPANYs Bank Name, Bank Address and account number is as following:Bank Name: _ _Bank Address: _ _Account Name: _ _5. Independent ContractorCOMPANY is acting as an independent contract with respect to the services p
8、rovided to CUSTOMER. Neither COMPANY nor its employees performing services for CUSTOMER will be considered employees or agents of CUSTOMER. CUSTOMER will not be responsible for COMPANYs acts of the acts of COMPANYs employees while performing services under this Agreement. Nothing contained in this A
9、greement shall be construed to imply a joint venture, business. Partnership or principal-agent relationship between the parties, and neither party by virtue of this Agreement shall have any right, power or authority to act or create any obligation, express or implied, on behalf of the other party.6.
10、 Development Staff-MonitoringA. COMPANY will utilize employees and/or contractors capable designing and implementing the SOFTWARE to be developed per the Agreement. All work shall be performed in a professional and workmanlike manner. COMPANY shall arrange for such employees and/or contractors, if a
11、ny, to execute and deliver any document or instrument reasonably requested by CUSTOMER to reflect CUSTOMERs ownership of the SOFTWARE or in connection with any application for patent or copyright.B. CUSTOMER shall have the right to reasonably observe and monitor all aspects of the performance by COM
12、PANY of its obligations hereunder and COMPANY shall use reasonable efforts to facilitate such observation and monitoring. Information, functions and operations of COMPANY not directly related to its obligations hereunder shall not be subject to observation and monitoring.7. Change in Technical requi
13、rementsCUSTOMER may, in its sole discretion, request that change be made to the Technical requirements, or other aspects of the Agreement and tasks associated with this Agreement. If CUSTOMER requests such a change, COMPANY will use its best efforts to implement the requested change at no additional expense to CUSTOMER and without delaying delivery of the SOFTWARE. In the event that the proposed change will, in the reason
