This Software Development Purchase Agreement (hereinafter referred to as the “Agreement”) is made on ____________________ (hereinafter referred to as the “Effective date”), BETWEEN ___________________ (hereinafter referred to as the “Buyer”) and _________________________________ (hereinafter referred to as the “Developer”). 

NOW, THEREFORE, in consideration of the mutual promises herein contained, the parties hereto agree as follows:

  1. Developer’s Duties.

The Developer has already made a system and will be implemented it into the Buyer’s Project known as “The Sinners” (Hereinafter referred to as the “project”). The system made by the Developer will be implemented in this system into the Buyer’s video game they are developing.

During the time of implementation by the Developer, he will enhance and develop the animation system as further discussed with their Lead Animator, Bart Witulski. While working on the system, the Developer will have his work schedule and will be able to communicate on Discord at username MarcusDev#1724. 

  1. Ownership.

The parties herein agree that the project “The Sinners” shall be the sole property of the Buyer. The system is a bunch of code written by the Developer and is the owner of that system. 

The Developer hereby assigns the Buyer the rights to use this system for the specific project “The Sinner.”

  1. Intellectual Property.

The parties agree that the Buyer will hold intellectual property rights of the Project alone, and the Developer agrees not to claim any such ownership in the Project’s intellectual property. The system developed by the Developer shall belong to the Developer who holds the intellectual property right to the code created and will only allow the Buyer the rights to its use, and any further use of it needs to be talked with by the Developer.

  1. Compensation.

The parties herein agree that the Buyer shall make a one-time fee payment of ______ for the system already created and thereafter, a monthly fee for four months.

The one-time fee payment shall be paid once the code has been handed over.

  1. Confidentiality 

The parties herein agree not to disclose to any third party the business of the Buyer and any other confidential information disclosed herein without the prior written consent of the other party unless the information is used for the benefit of the other party.

  1. Indemnification.

The Developer agrees to indemnify, defend and protect the Purchaser from and against all claims and costs arising from the system code due to the Developer’s infringement of the intellectual rights of any third party.

  1. Termination.

The parties in this Agreement can terminate the terms hereof via written notice to the other party if the four months is not required. If the Buyer terminates this Agreement, they still need to pay for the following month and the system but not the next month after the termination. The Developer has the right to terminate this Agreement if the Buyer fails on its payment obligation. 

  1. Dispute Resolution.

In case there is a dispute between the parties regarding the terms and provisions of this Agreement, the same shall be referred to a neutral mediator to conduct mediation sessions as stipulated under the laws of the Republic of Poland.

  1. Modification.

The parties to this Agreement may amend or modify the terms of this Agreement by consent of both parties, and the same shall be reduced into writing and signed by both parties for it to be valid.

  1. Waiver.

The failure of either party to enforce a breach of the terms of this Agreement shall not be construed as a waiver by such party to enforce any such right or future violations. 

  1. Assignment.

The rights and duties of the parties herein shall not be assigned, whether in whole or in part, without the prior written consent of the other party.

  1. Entire Agreement.

The terms herein constitute the entire Agreement between the parties and supersedes all prior understandings, agreements, or promises, whether oral o written.

  1. Severability.

Suppose any term or provision of this Agreement is deemed invalid on unenforceable by a Court of competent jurisdiction. In that case, the same shall be severed from this Agreement, and the remaining provisions shall remain in full force and effect as if such invalid or unenforceable provision was never a part of the Agreement.

  1. Governing Law.

This Agreement shall be governed and construed in accordance with the laws of the Republic of Poland.

  1. Headings.

The headings used in this Agreement are for convenience only and are not to be construed to be applicable in construction or interpretation.

IN WITNESS WHEREOF, the parties have executed this Agreement on the dates below written. 

THE BUYER: __________________________________________________

Date:  ________________________

Email: ________________________

THE DEVELOPER: ______________________________________________

Date: ________________________

Email: _______________________

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