As part of our Software & Copyrights practice, we provide software development agreements services.

Software Development Agreements

Our IP attorneys develop and negotiate software development contracts that protect the interests of clients and software developers alike. These development contracts contain terms outlining the intellectual property (IP) ownership of the respective parties. Software development agreements provide intellectual property protections as well as lay out expectations and remedies for the parties involved.

Drafting Custom Software Development Agreements

Before entering into a software development deal, the parties should consider a number of factors including:

  • Who owns the code?

  • Can any portions of the software be reused for another client?

  • Who owns the copyright, patent, other intellectual property?

  • Does the “Work Made for Hire” doctrine apply?

  • Scope of the product, development stage expectations and timeline

  • Payment terms

  • Remedies for unexpected issues

  • Change orders

  • Will there be support and maintenance, and if so, at what terms?

  • Termination options

  • Warranty and Liability Limitations

  • Software Indemnification and Indemnity Clauses

  • Dispute resolutions options

A myriad of issues can arise during and after software development, leaving the parties at odds after much work and expense. Therefore, use of generic forms and templates can create disputes and litigation later. Custom software development agreements provide protections to both the developer as well as the business buying the software.

We draft and negotiate software contracts for both developers as well as businesses seeking creation of custom software. Our attorneys have experience working with both sides, so it gives us understanding of the issues that can arise on each end. We also represent clients in software disputes and litigation.

Negotiating Software Development Agreements

Software developers may want to agree to terms regarding the specific type of software being developed for their client. They may also want different payment terms such as a time and materials agreement or a fixed-price agreement. Such terms might prevent a nonperformance claim after the developer completes work on the software. On the other hand, clients may want a warranty of specific performance regarding the capabilities of the software. We assist clients with negotiating software development agreements.

Additional Insights Regarding Software Development Agreements

For more information on software development agreement legal issues, see our Legal Insights and Industry Solutions pages.