Professional Documents
Culture Documents
(ENKI INTERACTIVE)
Client Developer
This Agreement shall commence on [_29/04/2019 _], and shall remain in effect until
all obligations under this Agreement have been properly completed.
1. Scope of Work
The scope of the work for Client is listed in Exhibit A of this Agreement. Enki
Interactive will start working on this project within 1 day after Developer receives
a signed copy of this Agreement and [INR 1, 25,000 + 18% G.ST.]. of the total
payment which is from Client. If the scope of work changes after signing this
Agreement, Client and Developer agree to negotiate and sign an amended
Exhibit A.
2. Project Milestones
Developer and Client have agreed that Developer will work on this project in
phases. Exhibit B to this Agreement lists the milestones that Developer and
Client have agreed on will apply to each phase of Developer’s work for Client. If
the scope of work changes after Developer and Client sign this Agreement, Client
and Developer agree to negotiate and sign an amended Exhibit B.
3. Final Deliverables
Developer will deliver Exhibit A as per Exhibit B to the Client, via Internet, within
days after Client approves the final deliverable(s), digital files containing
Developer work for Client under this Agreement. It shall be noted that the time
taken by the customer for review and analysis of deliverable shall not be counted
in the delivery time committed by the developer.
4. Original Work/Conflicts/Confidentiality
Developer promises that work does not violate the patent, copyright, trade
secrets or other property right of any person, firm or entity. Finally, Developer
promises to hold and maintain in strict confidence any confidential information
that Client provides (such as proprietary technical or business information), and
Developer will not disclose such information to any third party except as may be
required by a court or governmental authority.
5. Training
The fee Client will pay Developer for this project includes] of training in the use of
the application created. Training can be conducted remotely using a screen
sharing application or personal visit of the developer in clients office.In case the
client visit developer place for training the same will be not be included in above
number of hours and there will be no additional cost for the same.
6. Payment
Client promises to pay Developer the total sum (“Fee”) of [1,25,000] in (Three)
payments. (INR 37500+ 18% G.S.T) of the Fee will be due when Client and
Developer sign this Agreement and before Developer begins work. Payment will be
made using cash or cheque or demand draft, or wire online transfer.
7.Compensation
Developer agrees that the fee Client owes Developer will cover in full all of the work
listed in Exhibit A of this Agreement.
Client has full right on all passwords of product and processes related to Application
and Admin Module (dash board) developed by the developer. It is Developer
responsibility to share the same with the client as and when asked by the client.
Developer agrees that after Client pays Developer in full, Client may make any
changes or additions to the software Developer creates for Client under this
Agreement, which Client in Client’s discretion may consider necessary, and Client
may engage others to make any such changes or additions, without further
payments to Developer. Client agrees that if Client asks Developer to make changes
or additions to the software after Client approves the final files, Client and Developer
may negotiate a separate additional payment for Developer’s time to make such
changes but minor changes can be done without any cost.
10.Assurance
Developer promises that to the best of Developer’s knowledge, the software will not
contain any virus, worm, trap door, back door, trojan horse, timer or clock that would
erase data or programming or otherwise cause the software to become inoperable or
incapable of being used.
11.Entire Agreement
This Agreement constitutes the complete and exclusive agreement between Client
and Developer concerning the work on this project, and it supersedes all other prior
agreements, proposals, and representations, whether stated orally or in writing.
Developer and Client can modify this agreement in writing, if both Client and
Developer sign that modification.
Developer will provide _12_ month’s free maintenance once the Application has
gone “live” to ensure that it is operating without any issues. Developer will provide
client all the technical explanation about how the application works and teach how to
manage and control the application, including problems related to host server where
if client need some technical help from developer. Developer will resolve any
technical issues affecting the operation of the application. Developer will also work
with the client to modify the application if required.
13. Copyrights
All the information, texts, images, artwork or any materials that Client will be
providing to the developer are either owned by the client or client has the permission
to use them. So, developer will be protected from any claim by a third party.
Clients own the application that Developer design for client plus the visual elements
that Developer created or developed during this project. Developer will give client
source files and finished files. Client own all intellectual property rights of texts,
images, site specifications and data provided or developed.
All copyrights/trademarks of the third-party Products whose names have been used
in this project belong to their respective owners.
Exhibit B
Delivery
The project delivery will be a mix of online and off-line work. Project close
within 50 working days.