CONTRACT FOR THE PROVISION OF SOFTWARE AND APP DEVELOPMENT SERVICES

CONTRACT FOR THE PROVISION OF SOFTWARE AND APP DEVELOPMENT SERVICES 

THIS CONTRACT FOR THE PROVISION OF SOFTWARE AND APP DEVELOPMENT SERVICES (the “Contract”) is made and entered into on this 8th day of May Two Thousand and twenty (2020). 

BETWEEN;

TERRA ORB LLC  of address ………………….., a company incorporated under the laws of the State of ……………….. (Insert State that the company was incorporated in) of the one part (hereinafter referred to as “the company”);

AND

…………………….. (Describe the client, their address and the profession/business they engage in) of the other part, (hereinafter referred to as “the Client”); 

WHEREAS;

    1. The company is desirous of providing software and app development services to the Client subject to terms and conditions agreed to in this contract.  
    2. The client is desirous of obtaining software and app development services from the company subject to payment of agreed consideration and upon agreeing to the terms and conditions set out therein. 
    3. Both parties agree to be bound by the terms and conditions set out in this contract. 
  • DEFINITIONS AND INTERPRETATION
  1. In this Contract, except to the extent expressly provided otherwise:

“Contract” means this contract, and any amendments to this agreement from time to time;

“Company” Terra Orb LLC;

“Effective Date” means the date of execution of this Contract;

“Client means” ………………

“Parties” means both the Company and the Client; 

“Proprietary or Confidential Information” includes, without limitation, written or oral contracts, trade secrets, knowhow, business methods, business policies, memoranda, reports, records, or financial information; and 

“U.S” shall mean all the 50 states of the United States of America.

  1. Any annexures to this Contract shall form an integral part of and be construed in accordance with this Contract. 
  2. Reference to any Party hereto shall, where the context admits, be deemed to include, as appropriate, its permitted successors, personal representatives or assigns.
  3. The headings in this Contract are included for convenience only and shall not affect the interpretation or construction of this Agreement.
  4. Words denoting the singular shall include the plural and vice versa.

 

  • TERMS OF DELIVERY OF SERVICE 
    1. The Company hereby undertakes to satisfactorily provide software and app development services to the client herein ensuring to observe the highest level of quality in such service. 
    2. The client specifically seeks (insert service required) ………………….. from the company, and the company undertakes to deliver this service within …………… days/months of receiving firm instructions. 
    3. The company is highly skilled and possesses high expertise in the field of technology. However, should the need arise; the company with the consent of the client, may involve a third party with special expertise in the contracted project.
    4. In the event that the company seeks expertise from a third party with the consent of the client, the client will indemnify and hold harmless the company and pursue dispute resolution with the third party through arbitration. 
    5. The company is committed to serving the client with unreserved excellence. However, in the event that the client is dissatisfied with the quality of the outcome of the service, the client shall allow the company ninety (90) days to consult a separate expert team, fix or redo the project before engaging in any action including dispute resolution.
    6. In the event that the client is dissatisfied with the quality of the outcome of the service offered by the company, the client will notify the company of the dissatisfaction within ………………..days failure to which the company will not take any responsibility thereon. 

 

  1. CONSIDERATION

In consideration of the Company providing the agreed services to the client, the client shall pay $ ………..payable in lump sum (cheque/cash/bank transfer) within (insert duration)………… or in ……………….installments of $ ………each. 

  • INDEMNIFICATION

The client hereby agrees to indemnify and hold harmless the Company from and against any liability that may accrue as a result of the company’s engagement with a third party on behalf of the client or any other liability occasioned in connection with the client.  

  •  CONFIDENTIALITY 
    1. The Parties shall maintain the confidentiality of all the confidential affairs and/or information of each other and shall not disclose such information to a third party without the express consent of that party. 
    2. Each party’s Proprietary or Confidential Information shall remain the sole and exclusive property of that party. 

 

  • RELATIONSHIP OF THE PARTIES 
  1. The Parties herein are independent from each other. Nothing contained in this Contract will be construed to create the relationship of principal and agent or employer and employee with the Company. 
  2. Each party shall be responsible for all taxes arising as a result of or in connection with this Contract or the transactions contemplated by this Agreement.

 

  • TERMINATION
    1. This contract shall become effective on the Effective Date and shall continue in effect for a period of (Insert duration) ………………..unless terminated by either party, upon the provision of 30 days’ notice to the other party.

 

  • SEVERABILITY OF PROVISIONS
  • If any provision or part-provision of this contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this Clause shall not affect the validity and enforceability of the rest of this contract.
  • If one Party gives notice to the other of the possibility that any provision or part-provision of this contract is invalid, illegal or unenforceable, the Parties shall negotiate in good faith to amend such provision so that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the intended commercial result of the original provision. 

 

 

  • WAIVER
    1. Failure by either party to enforce any provision of this contract  will not constitute a waiver or affect its right to require the future performances thereof, nor will its waiver of any breach of any provision of this Agreement constitute a waiver of any subsequent breach or nullify the effectiveness of any provision.  
    2. No waiver will be binding unless made in writing and signed by the party making the waiver and specifically stating that it waives a provision of this Agreement.  

 

  • GOVERNING LAW AND DISPUTE RESOLUTION 
    1. This contract shall be governed by, and construed in accordance with the laws of the State of ………………..
    2. Any dispute arising out of or in connection with this contract shall be settled amicably by the parties in good faith failure to which the dispute will be referred to arbitration. 
    3. The parties shall agree on arbitrator, failure to which each party shall appoint their own arbitrator and the two arbitrators shall appoint one more arbitrator. 

 

  • NON-ASSIGNMENT 

Neither this Agreement nor any rights or obligations hereunder shall be assigned by either party hereto (other than by operation by law) without the prior written consent of the other party.

  • ENTIRE CONTRACT 
    1. This contract constitutes the entire understanding and agreement between the Parties, and supersedes all prior negotiations, understandings or agreements between the Parties concerning the subject matter contained herein. 
    2. This contract may not be modified except in a written document signed by the Parties and expressly referencing this contract. 

 

IN WITNESS WHEREOF, the parties hereto have caused this contract to be executed in duplicate, each of which shall be considered an original, by their respective signatory officials thereunto duly authorized as of the day and year first above written.

Signed by or on behalf of:

COMPANY CLIENT 
Signatory’s Full Name:
Position in Company:
Signature:

 

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