Legal Contract Templates CD-ROM Development Contract (US)

How to write my CD-ROM Development Contract (US) document

CD ROM DEVELOPMENT AGREEMENT THIS AGREEMENT is made this current day day of current month current year by and between company name Developers and company name Customer Recitals A. Developers have experience and expertise in the development of multimedia. Digital media graphic design computer programming web sites and CD ROM presentations. B. Multimedia created by Developers includes. CD ROMs web sites computer programming flash animations graphics and other multimedia created or licensed by Developers. C. Customer desires to have Developers develop multimedia for them. D. Developers desire to develop the Customers Presentation on the terms and conditions set forth herein the Presentation Agreements

In consideration of the mutual covenants set forth in this Agreement Customer and Developers hereby agree as follows. 1. Development of Presentation. Developers agree to develop the Presentation according to the terms and specifications set forth on Exhibit attached hereto. 2. Specifications. Developers agree to develop the Presentation pursuant to the specifications set forth in Exhibit attached hereto the Specifications 3. Delivery of Presentation. Developers will use reasonable diligence in the development of the Presentation and endeavor to deliver to Customer Presentation no later than days after all required media has been received from Customer. Customer acknowledges however that this delivery deadline and the other payment milestones listed in Exhibit are estimates and are not required delivery dates. 4. Ownership Rights. Developers shall hold all right title and interest in and to the Presentation. Specifically but without limitation Developer shall hold all right title and interest in and to all text graphics animation audio components and digital components of the Presentation the Content all interfaces navigational devices menus menu structures or arrangements icons help and other operational instructions and all other components of any source or object computer code that comprises the Presentation all literal and nonliteral expressions of ideas that operate cause create direct manipulate access or otherwise affect the Content and all copyrights patents trade secrets and other intellectual or industrial property rights in the Presentation or any component or characteristic thereof. Customer shall not do anything that may infringe upon or in any way undermine Developers right title and interest in the Presentation as described in this Paragraph 4. Notwithstanding the above Customer shall retain all of its intellectual property rights in any text images or other components it owns and transmits to Developers for use in the Presentation.

5. Compensation. For all of Developers services under this Agreement Customer shall compensate Developers in cash pursuant to the terms of Exhibit attached hereto. In the event Customer fails to make any of the payments referenced in Exhibit by the deadline set forth in Exhibit Developers have the right but are not obligated to pursue any or all of the following remedies. terminate the Agreement remove all web sites hosting and tracking resources for Presentation bring legal action. keep Customers deposit and credit it towards development time and costs already incurred for the Presentation. 6. Confidentiality. Customer and Developers acknowledge and agree that the Specifications and all other documents and information related to the development of the Presentation the Confidential Information will constitute valuable trade secrets of Developers. Customer shall keep the Confidential Information in confidence and shall not at any time during or after the term of this Agreement without Developers prior written consent disclose or otherwise make available to anyone either directly or indirectly all or any part of the Confidential Information. Excluded from the Confidential Information definition is anything that can be seen by the public on the Presentation when each page of the Presentation is first accessed. 7. Limited Warranty and Limitation on Damages. Developers warrant the Presentation will conform to the Specifications for period of days from the date of shipment by Developers. If the Presentation does not conform to the Specifications Developers shall be responsible to correct the Presentation without unreasonable delay at Developers sole expense and without charge to Customer to bring the Presentation into conformance with the Specifications. This warranty shall be the exclusive warranty available to the Customer. Customer waives any other warranty express or implied. Customer acknowledges that Developers do not warrant that the Presentation will work on all platforms. Customer acknowledges that Developers are not responsible for the results obtained by the Customer on the Presentation. Customer acknowledges that developers are not responsible for fixing problems on Presentations once mass produced after Customer has tested proofed and approved their Presentation. Customer waives any claim for damages direct or indirect and agrees that its sole and exclusive remedy for damages either in contract or tort is the return of the consideration paid to Developers as set forth in Exhibit attached hereto.

8. Independent Contractor. Developers are retained as independent contractors. Developers will be fully responsible for payment of their own income taxes on all compensation earned under this Agreement. Customer will not withhold or pay any income tax social security tax or any other payroll taxes on Developers behalf. Developers understand that they will not be entitled to any fringe benefits that Customer provides for its employees generally or to any statutory employment benefits including without limitation workers compensation or unemployment insurance. 9. Equipment. Customer agrees to make available to Developers for Developers use in performing the services required by this Agreement such items of hardware and software as Customer and Developers may agree are reasonably necessary for such purpose. 10. General Provisions. 10 Entire Agreement.

This Agreement contains the entire agreement between the parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings written or oral between the parties related to the subject matter hereof. No modification of this Agreement shall be valid unless made in writing and signed by all of the parties hereto. 10 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of state or province. Exclusive jurisdiction and venue shall be in the county County state or province Superior Court. 10 Binding Effect. This Agreement shall be binding upon and inure to the benefit of Customer and Developers and their respective successors and assigns provided that Developers may not assign any of his obligations under this Agreement without Customers prior written consent. 10 Waiver.

The waiver by either party of any breach or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect limit or waive such partys right thereafter to enforce and compel strict compliance with every term and condition of this Agreement. 10 Good Faith. Each party represents and warrants to the other that such party has acted in good faith and agrees to continue to so act in the negotiation execution delivery performance and any termination of this Agreement. 10 Ownership of Photographs and Media. Developers may use some of their own photographs and other media for the Presentation. Developers maintain ownership of the photographs and other media and only grant Customer non exclusive right to use those photographs and media and only on the Customers Presentation. 10 No Right to Assign. Customer has no right to assign sell modify or otherwise alter the Presentation except upon the express written advance approval of Developers which consent can be withheld for any reason. 10 Right to Remove Presentation or Services. In the event Customer fails to make any of the payments set forth on Exhibit within the time prescribed in Exhibit Developers have the right to demand payment in full disable any tracking hosting or other services provided to the Customer by Developers whether covered under this agreement or not until such time that the account is paid in full.

10 Indemnification. Customer warrants that everything it gives Developers to put on the Presentation is legally owned or licensed to Customer. Customer agrees to indemnify and hold Developers harmless from any and all claims brought by any third party relating to any aspect of the Presentation including but without limitation any and all demands liabilities losses costs and claims including attorneys fees arising out of injury caused by Customers products services material supplied by Customer copyright infringement and defective products sold via the Presentation. 10. 10 Use of Presentation for Promotional Purposes. Customer grants Developers the right to use the Presentation for promotional purposes including public display inclusion in Developers marketing material and programs and or to cross link it with other marketing venues developed by Developers now or in the future. 10. 11 No Responsibility for Theft. Developers have no responsibility for any third party copying reverse engineering or improper use of any or all of the Presentation.

10. 12 Right to Make Derivative Works. Developers have the exclusive rights in making any derivative works of the Presentation source code or other methods or practices developed and employed by the Developers. 10. 13 Attorneys Fees. In the event any party to this Agreement employs an attorney to enforce any of the terms of the Agreement the prevailing party shall be entitled to recover its actual attorneys fees and costs including expert witness fees. 10. 14 Identification of Developers. Customer agrees that Developers logos and web links will be placed on the credits page of the Presentation. Customer also agrees to put on Developers copyright notices on the Presentation and the relevant content therein.

10. 15 No Responsibility for Loss. Including Platform Compatibility Issues or User Behavior. Developers make no representations or warranties whatsoever regarding Hardware or Software platform compatibility Y2K issues Operating System compatibility and or any and all improper use of the Presentation by an end user individual or other third party. 10. 16 Transfer of Rights. In the event Developers are unable to continue maintenance of the Presentation non exclusive rights to the object code version of the Presentation will be granted to Customer. Transfer of Rights does not apply to non transferable third party licenses and proprietary Material owned by Developers. 10. 17 Replication of CD ROMs or other Digital Format. Customer must use Developer to replicate any additional Presentations produced on CD ROM or other Digital Format DVD PAL Video or otherwise. 10. 18 Replication of Multimedia. Customer may not replicate any of the multimedia or artwork owned by Developer without the express written permission of Developer. 10. 19 Cover Art.

Customer agrees there may be differences in printed and screen proofs of artwork and screened artwork on final mass duplicated CD ROMs. 10. 20 Reverse Engineering. Customer may not decompile deconstruct or otherwise reverse engineer the Presentation whether in whole or in part without the Developers prior approval. 10. 21 Final Approval. A final proof will be provided to Customer prior to mass production or replication and or release of any Digital Media and identified to the Customer as such. Customer assumes full responsibility to make sure that the final proof is correct in all capacities including but not limited to. grammar spelling information content artwork copyright and functionality. Developers shall not be held responsible for errors and omissions. 10. 22 Project Backups Copies or Source Maintenance.

How do you write a Software Beta Testers Contract document? (alternate or related contract document)

SOFTWARE BETA TESTER AGREEMENT Please review and sign the following Testers Agreement if you are interested in receiving pre release copy Beta of our software Software Product or Software You must read and agree to the following Terms and Conditions. If you have any questions concerning the Agreement please contact us at mail address for further assistance. Declarations THIS AGREEMENT is made this current day day of current month current year by and between company name Tester and company name Company I the undersigned Tester do hereby declare that have read understand and agree to the following terms and conditions. 1. agree and understand this may not be full and final release version of the Software Product and that this product is strictly for the purpose of testing reviewing and evaluating the testing the Software Product for the benefit of Company. 2. agree not to use this product for Commercial Purposes and understand that it is for review and testing purposes only.

3. agree not to distribute the Software or make it available in any format to any other party whatsoever. This includes but is not limited to multiple installations installing it on another team member developer employee or other third party computer. This Agreement is for SINGLE user SINGLE installation license. Terms and Conditions 1. Software. Company shall provide Tester with copy of the Software Registration key documentation and any necessary passwords required to fully operate the Software. Tester is granted single user copy of the Software. 2. Support.

Company will endeavor and make every effort to respond to Testers questions and problems via email. 3. Testers Duties and Obligations. Tester agrees to assist Company in its ongoing development of Companys programs Software Product Tester is willing to provide input in written and verbal form to Company to the best of their ability. Both parties acknowledge that the Software Product may contain bugs Errors and other issues and instances that may adversely affect the use or performance of the Software Product the Testers computer software operating system or hardware. Tester should take every care and precaution to preserve his or her data in order to avoid any loss or damage as result of his or her using the Software Product. 4. Confidentiality. Tester and Company acknowledge and agree that the Software and all other documents communications and information Confidential Information related to the development of Company or third party materials transmitted or made available to Tester in connection with this Agreement will constitute valuable trade secrets of Company. Tester shall keep the Confidential Information in confidence and shall not at any time during or after the term of this Agreement without Companys prior written consent disclose or otherwise make available to anyone either directly or indirectly all or any part of the Confidential Information. 5. Termination. Company has the right to terminate this Agreement for any reason with hours prior written notice. Company will have no further obligation whether financial or otherwise to Tester after such cancellation. Company may terminate this Agreement immediately upon Testers refusal or inability to perform Breach any of the provisions of this Agreement.

6. Limited Warranty and Limitation on Damages. Company warrants the Software will conform to the Specifications listed in the product documentation the Company web site or other collateral related to the Software. This warranty shall be the exclusive warranty available to Tester. Tester waives any other warranty express or implied. Tester acknowledges that Company does not warrant that the Software will work on all platforms unless specific platform is set forth in writing by Company. Tester acknowledges that Company is not responsible for the results obtained by Tester when using the Software. Tester acknowledges that Company is not responsible for fixing problems in the Software whether discovered by Tester or not during the term of this Agreement. Except as otherwise expressly stated herein Tester waives any claim for damages direct or indirect and agrees that its sole and exclusive remedy for damages either in contract or tort is limited to the amount of any compensation received from Company. 7. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of state or province. Exclusive jurisdiction and venue shall be in the county County state or province Superior Court. 8. Binding Effect. This Agreement shall be binding upon and inure to the benefit of Tester and Company and their respective successors and assigns provided that Tester shall not assign any of his obligations under this Agreement without Companys prior written consent. 9. Use of Comments Quotes and Testimony for Promotional and Instructional Purposes.

Tester grants Company the right to use any and all comments whether written or not that Tester may make in regards to the Software Product to be used in promotional purposes or for use in other marketing venues or efforts developed by Company. 10. No Responsibility for Loss. Company is not responsible for any down time lost files improper links or any other loss that may occur in the operation of the Software; provided however any such difficulty is not result of failure by Company to perform pursuant to the terms of this Agreement. 11. Relationship and Compensation. Tester understands and agrees that he or she shall not receive any compensation for performing the testing and that Testers relationship with Company will be that of an independent. Nothing in this Agreement shall construe that at any time Tester and Company have an Employee Employer relationship that Tester is an employee of Company or that any such partnership joint venture or other relationship exists between Tester and Company. Tester acknowledges that he or she is not entitled to any of the benefits offered to Companys employees nor shall Tester be eligible to receive workers compensation health insurance or other group benefits offered by Company. Tester agrees not to represent themselves as an agent representative or other legal representative of Company for any purpose whatsoever. Each party represents and warrants that on the date first written above they are authorized to enter into this Agreement in entirety and duly bind their respective principals by their signature below. EXECUTED as of the date first written above.

company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed company name By signator authorized signature or signer. Job title of signator authorized signature or signer.

Date when the contact was signed Company Initials Tester Initials

How do you write a Breach of Contract Notification Form document? (alternate or related contract document)

GIVING NOTICE OF BREACH OF AGREEMENT DEMANDING CORRECTIVE ACTION current date company name address address city state or province zip or postal code Phone phone number Fax fax number Re. Our Agreement Dear salutation last name

The purpose of this letter is to give formal notice of your breach of our Agreement Insert the title of the contract or agreement which was breached dated start date. Specifically you are in breach of paragraph Insert Paragraph Breached here of the Agreement which provides that Insert description of what was breached Please be advised that if Insert corrective action that must be done will have no choice but to refer this matter to legal counsel for appropriate action. Thank you in advance for your immediate attention to this matter. Sincerely

first name last name job title

How to write my Contract Milestone Acceptance Signoff Form document (alternate or related contract document)

company name Milestone Acceptance Signoff address address city state or province zip or postal code Phone phone number DATE. current date Order WorkOrder Client. company name

city state or province zip or postal code Phone phone number For. General Description of Project Deliverable Please initial the following sections which detail the project deliverable contracted between company name and company name and sign the Acceptance of Agreement at the bottom of this page. Initials Description of Completed Milestone Acceptance of Milestone Insert Milestone number here Milestone description here ACCEPTANCE OF AGREEMENT. I certify that have received the above project deliverable from company name and that the deliverable listed above has been demonstrated delivered or otherwise completed to my satisfaction. Clients signature

How do you write a General Project Work Order (No Deposit) document? (alternate or related contract document)

WORK ORDER company name address address city state or province zip or postal code Phone phone number DATE. current date Order WorkOrder Bill To. company name city state or province zip or postal code

Phone phone number For. Insert what you are doing for the customer here DESCRIPTION* HOURS RATE AMOUNT TOTAL Agreements In consideration of the mutual covenants set forth in this Agreement Customer and Company hereby agree as follows. 1. Development of Project or Services. Customer agrees to engage Company to develop the Project as described above*. 2. Delivery of Project or Services. Company will use reasonable diligence in the development of the project and endeavor to deliver to Customer an operational project no later than delivery date. Customer acknowledges however that this delivery deadline is an estimate and not required delivery date. 3. Ownership Rights. Company shall hold all right title and interest in and to all copyrights patents trade secrets and other intellectual or industrial property rights in the project or any component or characteristic thereof which are proprietary to the Company. Customer shall not do anything that may infringe upon or in any way undermine Companys right title and interest in the project as described in this paragraph 3. Notwithstanding the above Customer shall retain all of its intellectual property rights in any components it owns and transmits to Company for use in the project. 4. Compensation. For all of Companys services under this Agreement Customer shall compensate the Company in cash the amount specified in the total above. In the event Customer fails to make any of the payments referenced by the deadline set forth as invoiced Company has the right but is not obligated to pursue any or all of the following remedies. terminate the Agreement remove the project from public access bring legal action. 5. Limited Warranty and Limitation on Damages. Developers warrant the project will conform to the Specifications. If the project does not conform to the Specifications the Company shall be responsible to correct the project without unreasonable delay at the Companys sole expense and without charge to Customer to bring the project into conformance with the Specifications. This warranty shall be the exclusive warranty available to the Customer. Customer waives any other warranty express or implied. Customer acknowledges that the Company does not warrant that the project will work on all platforms. Customer acknowledges that the Company is not responsible for the results obtained by the Customer. Customer waives any claim for damages direct or indirect and agrees that its sole and exclusive remedy for damages either in contract or tort is the return of the consideration paid to the Company. 6. Binding Effect. This Agreement shall be binding upon and inure to the benefit of Customer and the Company and their respective successors and assigns provided that the Company may not assign any of its obligations under this Agreement without prior written consent of Customer. ACCEPTANCE OF AGREEMENT. The above prices specifications and conditions are hereby accepted. The Company is authorized to execute the project as outlined in this Agreement. Payment will be made as proposed above.

company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed company name By signator authorized signature or signer. Job title of signator authorized signature or signer. Date when the contact was signed Customer Initials Company Initials