Software Development Agreement

Developer, LLC

1. Parties in this Agreement

This Agreement is made between Client and Developer (Developer).

2. The Project
Continuing development of DESCRIBE PROJECT HERE.

3. Rate and Payment

Developer’s rate is $RATE USD/hour for the duration of this contract, covering the dates
between DATE and DATE or until it is superseded by another signed agreement. If no
new contract is established before the termination of this contract period, rates will revert
to standard hourly rates. Payment will be made within 15 days of Developer's submission
of an invoice for work completed.

4. Ownership of Code Produced

Developer agrees that work product produced in the performance of this Agreement shall
remain the exclusive property of Client, and that it will not sell, transfer, publish, disclose
or otherwise make the work product available to third parties without Client's prior
written consent. Developer may be permitted to make certain parts of the project
available as open source, if those parts are sufficiently generic enough that they do not
impact Client’s business. Client must provide written consent.

5. Legal Necessities
Warranties
THE SOFTWARE FURNISHED UNDER THIS AGREEMENT IS PROVIDED
ON AN "AS IS" BASIS, WITHOUT ANY WARRANTIES OR
REPRESENTATIONS EXPRESS, IMPLIED OR STATUTORY; INCLUDING,
WITHOUT LIMITATION, WARRANTIES OF QUALITY, PERFORMANCE,
NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE. NOR ARE THERE ANY WARRANTIES CREATED
BY A COURSE OF DEALING, COURSE OF PERFORMANCE OR TRADE
USAGE. DEVELOPER DOES NOT WARRANT THAT THE SOFTWARE
WILL MEET CLIENT'S NEEDS OR BE FREE FROM ERRORS, OR THAT
THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED. THE
FOREGOING EXCLUSIONS AND DISCLAIMERS ARE AN ESSENTIAL
PART OF THIS AGREEMENT AND FORMED THE BASIS FOR
DETERMINING THE PRICE CHARGED FOR THE SOFTWARE.
Limitation of Developer's Liability to Client

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 In no event shall Developer be liable to Client for lost profits of Client, or special
or consequential damages, even if Developer has been advised of the possibility
of such damages.
Developer an Independent Contractor
Developer is an independent contractor, not an employee of the Client. This
means that Developer has the right to perform services for others during the term
of this Agreement, that Developer can perform services at any location he desires,
that developer will provide his own equipment to perform work, that Client will
not withhold from Developer's compensation any amount that would normally be
withheld from an employee's pay, that Client will not provide insurance of any
kind for Developer, and that Client will not provide training to the Developer.

6. Signatures
Client Developer
Name Name
Signature Signature

Date Date

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