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Who is responsible for payments if a contract is terminated?

Whether you (the client/customer) have an obligation to pay when a contract has been terminated depends on the reason for termination, the timing of the termination, which party terminated the contract, and the terms of the contract. Mostly, it depends on what the contract says!

 

The short answer is that you may have to pay depending on what circumstances surround the termination. Below are some important points to keep in mind.

 

 

Breach of Contract

 

If you are responsible for a  material breach of the contract, you may be required to pay damages or liquified damages (an amount agreed upon in the contract in advance as the damage caused by the breach). Keep in mind that it must be a material breach, which is one that goes to the core of the agreement and not something minor that would not affect the completion of the service agreed upon.

 

Let’s take a software development contract for the creation of a mobile app as an example. As a client, a material breach could be your failure to provide the developer with essential information required to develop your app, or your failure to make payments under the contract as they become due. If you cause a material breach and the contract is terminated as a result, you could be responsible for payment.

 

If the other party causes a material breach of the contract, they might be responsible to you for damages and, depending on the terms of the contract, it is likely that you will not have any further responsibility under the contract. For example, in the mobile app development contract, if the developer fails to meet the milestones (either in terms of timing or quality of the work product) and the defects are not curable within the time period set out in the contract, the contract may provide that you have the right to terminate the contract. Whether you will be responsible for any further payments will depend on the terms of the contract.

 

Source

 

Termination Rights

 

Your contract should include clauses dealing with termination rights. Often the contract will provide that one or both parties have the right to terminate for cause (usually a breach by the other party) and that this termination will be effective as soon as notice of termination is given to the other party. If there is a cure period, then the party will have the right to terminate if the matter is not cured (or cannot be cured) within the stated period.

 

The contract may also provide that one or both parties have a right to terminate for convenience. This means a party can terminate for any or no reason, effective a specified time period following provision of written notice to the other party. If the contract is terminated according to the termination clauses, then termination itself will not be a breach of the contract which requires payment of damages as compensation for the termination.

 

Payment Upon Termination

 

Many contracts contain clauses which deal with the question of whether/what payments must be made upon termination of the contract. These clauses are often closely negotiated, and the terms can vary greatly from contract to contract.

 

Continuing with our software development contract example, the developer will want to include a clause that requires the client to pay for all work done to the date of termination, as well as an additional amount for all resources (eg. personnel) that cannot be reallocated to another project within, for example, 3 weeks of termination, regardless of the reason for termination or who terminated the contract.

 

The client will want this clause to provide for no payments past the date of termination, or, payment only for work completed and accepted by the client before the date of termination. Large clients with strong bargaining power may have standard software development contracts of their own, which can include clauses that state that the client can terminate if the work product is not accepted by the client, and that if the contract is terminated, the developer will be obliged to refund all payments made under the contract.

 

Check your contract carefully to see what type of payment upon termination clauses it contains, if any!

 

Early Termination Fees

 

Some contracts, especially contracts for services (such as data storage, business telephone/internet bundles etc.), provide that in the event that the client wishes to terminate the contract early, the client will be obliged to pay a termination fee. The termination fee is often stipulated to be the product of the monthly fee times the number of months remaining in the contract term. In other words, the termination fee is the cost of the remaining payments that would otherwise have been made under the contract.

 

Check your contract carefully to see what type of early termination clauses it contains, if any!

 

Source

 

Survival of Payment Clauses

 

Most contracts will contain a ‘survival clause’ which provides that certain provisions of the contract will survive termination of the contract, meaning that they continue in effect even if the rest of the contractual obligations have been terminated. Payment clauses are usually included in the list of clauses that survive termination – any payments you were obligated to make before the contract was terminated, you are still obligated to make after the termination.

 

Your Contract Terms Will Govern

 

So, will you, the client, have to pay if you terminate the contract? It is unlikely that you can avoid payment you are otherwise required to make simply by terminating the contract. It all depends on the terms of your contract. Before you sign, check your contract carefully to see what type of payment clauses it contains!

 

This blog was co-authored by Vi Vo.

 

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This article is provided for informational purposes only and does not create a lawyer-client relationship with the reader. It is not legal advice and should not be regarded as such. Any reliance on the information is solely at the reader’s own risk. Clausehound.com is a legal tool geared towards entrepreneurs, early-stage businesses and small businesses alike to help draft legal documents to make businesses more productive. Clausehound offers a $10 per month DIY Legal Library which hosts tens of thousands of legal clauses, contracts, articles, lawyer commentaries and instructional videos. Find Clausehound.com where you see this logo.

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How can the language of indemnification and limitation of liability be drafted in the interest of resolving issues quickly?

TRIAL REQUIRED TO PROPERLY INTERPRET AMBIGUOUS LIMITATION OF LIABILITY CLAUSE

Astellas Pharma Canada Inc. v. WellSpring Pharmaceutical Canada Corp. 2008 CanLII 46324 (ON SC)

The interplay between the ‘limitation of liability’ clause and the ‘indemnity clause’ used an agreement, were held to be ambiguous with respect to negligent acts of the parties. The wording of these clauses are frequently found in commercial agreements: “6.5 (a) Except as set forth in Section 6.1 and 6.2(i) and (iii), each party shall only be liable to the other party to a maximum value of the fees paid or payable hereunder. Each party shall only be liable to the other party for direct damages and under no circumstances will either party be liable to the other for any special, indirect or consequential loss or damage, such as, without limitation, loss of profits or revenue, cost of capital, or loss of use of equipment or facilities.
6.2(i) WellSpring will indemnify, defend and hold harmless [Astellas], its subsidiaries, divisions, affiliates, directors, officers, employees, agents, successors and assigns from any loss, cost, claim or demand (including but not limited to court costs, reasonable legal fees, awards and settlements) which arise as the direct or indirect result of: (i) WellSpring’s directors, officers, employees, agents, successors, or assigns, negligent act or omission, reckless or willful misconduct; (ii) WellSpring’s breach of its representations and warranties in Section 2.2(1-2); or (iii) any claim of infringement or alleged infringement of third party intellectual property rights relating to the services provided by WellSpring to [Astellas] hereunder.”

Drafters should ensure that there is no ambiguity with respect to the application of a cap on liability, eg. if it caps negligence; whether the limitation of liability clause applies to the indemnity clause etc; and whether the indemnity clause applies only to third party actions. Clear language is required to express the parties’ agreement, especially since judges have given varying interpretations to clauses similar to those noted above.

In Astellas Pharma Canada Inc. v. WellSpring Pharmaceutical Canada Corp., 2008 CanLII 46324 (ON SC), the defendant entered into an Master Services Agreement with the plaintiff in relation to services and supplies to be used in clinical studies undertaken by the defendant for the plaintiff. The plaintiff cancelled the studies prematurely due to the defendant’s alleged negligence in performing its obligations. The defendant brought a motion for summary judgment to limit the amount of liability under the agreement which stated that “each party shall only be liable to the other party to a maximum value of the fees paid or payable hereunder.” The plaintiffs argued that the indemnification clause in the agreement was not limited to third party claims, and that it applied to negligent conduct on the part of the defendant. Where there was no negligent conduct, a party could argue limitation of liability for contractual breaches. The court held that the wording of the agreement, and the state of the case law, was such that there was a triable issue. The motion for summary judgment was denied. Case law could support either side’s interpretation of the clauses, and a consideration of the facts at trial was required to properly interpret the contract.

To read the full case on CanLII, click here.

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How to Properly Sign a Contract – e-Signatures

Except for few specific circumstances, it is almost considered ancient to have parties to a contract physically meet up to a sign a contract in a boardroom. With the fast-paced lifestyles of most high-level executives, a more efficient method of signing contracts has been introduced: the e-Signature.

 

Although convenient, do e-signatures really create a valid and binding contract? Can e-signatures really replace hand-written signatures?

 

The Law

 

An e-signature can be considered a valid signature. In various jurisdictions, legislatures have enacted laws to deal with electronic signatures. For example, section 11 of Ontario’s Electronic Commerce Act provides:

 

“Subject to subsections (3) and (4), a legal requirement that a document be signed is satisfied by an electronic signature.”

 

But what if you didn’t provide the e-signature?

 

In a recent case, Ghaed v Telus Communications Co, 2013, (BC) the plaintiff disputed his obligation to make a payment under a signed services contract. The plaintiff argued that although the agreement had his electronic signature, since he had not placed the electronic signature on the agreement, he was not bound by it. It was established that the signature had been placed on the agreement by his office manager. The office manager stated she was given express consent by the plaintiff to accept the services contract. Based on this sequence of events, including an opportunity for the plaintiff to terminate the contract, the court found that the services contract was valid and binding on the plaintiff.

 

The Exceptions

 

An electronic signature may not be an acceptable method of signature for all legal agreements. The following agreements cannot be validated by an electronic signature (in Ontario):

 

  • Wills and codicils;

  • Promissory notes; and

  • Documents transferring land title.

Before you e-sign away…

 

  • Ensure that you have agreed to all the terms of the agreement and the other party’s information has been included in the execution line.

  • The electronic signature should be reliable in identifying the signee. A simple copied image of a signature may not be traceable to the signee. However, a digital signature used in conjunction with a document signing software may suffice as reliable in identifying the signee.

  • In order to avoid uncertainty and a potential dispute, it may be a good idea either to confirm with the other party that electronic signatures are permissible for the execution of the contract, or to include a clause in the contract recognizing the validity of electronic signatures.

 

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This article is provided for informational purposes only and does not create a lawyer-client relationship with the reader. It is not legal advice and should not be regarded as such. Any reliance on the information is solely at the reader’s own risk. Clausehound.com is a legal tool geared towards entrepreneurs, early-stage businesses and small businesses alike to help draft legal documents to make businesses more productive. Clausehound offers a $10 per month DIY Legal Library which hosts tens of thousands of legal clauses, contracts, articles, lawyer commentaries and instructional videos. Find Clausehound.com where you see this logo.

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What rights can you not sign away in a contract?

The power to contract is extremely broad, but that doesn’t mean the power is limitless. You can’t contract to perform illegal activities and you certainly can’t contract away constitutional rights. Contracts won’t be enforceable if they’re unconscionable and, in making enforceability determinations, courts give significant weight to public policy.

 

Two examples of such public policy considerations relevant to many commercial agreements deal with (i) an author’s moral rights; and (ii) each person’s right to compete in the marketplace.

 

1. Moral Rights

 

Moral rights: an author’s rights to attribution, integrity, and association of his or her work.

 

Moral rights prohibit other people from distorting or modifying the work to the prejudice of the author. As a result, only the author may have these rights, and they cannot be assigned to anyone else. However, by waiving those rights in a contract, an author can promise not to use those moral rights against others.

 

If other IP rights in the work have been transferred to you, depending on how you intend to use the work, the author’s moral rights may need to be waived. For example, if you intend to conduct research, a waiver of the moral rights would allow you to use the material as a part of a bigger project. If moral rights are not waived, any integration or modification to the author’s material would be an infringement of the author’s moral rights.

 

To avoid liability and ensure that you have complete rights to use the work of the author, a standard moral rights clause should be included in any IP agreement. For example, most software development agreements will include a moral rights waiver clause in addition to an assignment of IP clause.

 

Source

2. Right to Economic Competition: Non-Disclosure, Non-Solicit, & Non-Compete

 

Our economy is based on competition in the marketplace, and the courts have been reluctant to enforce contractual provisions that place unnecessary restraints on trade. In other words, the courts have placed limits on the extent to which they will permit a person to ‘give away’ their right to compete in the marketplace.

 

At the same time, the courts have tried to balance  ‘restraints on trade’ with legitimate efforts to protect a business’ confidential information, or efforts to protect against unfair competition.

 

The enforceability of the ‘restrictive covenants’ clauses: non-disclosure (of confidential information), non-solicitation (of employees or customers or business opportunities), and non-competition (with the business of the company), will depend on whether the particular clause is too restrictive.

For example, a temporary restriction on competition might be justified in order to prohibit an employee from using knowledge about the employer to unfairly take advantage of the employer and to cause injury to the employer’s business, but a restriction that goes so far as to make it impossible for the individual former employee to earn a living in their chosen profession will not likely be enforced.

 

To be enforceable, a non-competition clause (for example) must include limitations of time, geography, and scope of activities. For all restrictive covenants, the clauses must be unambiguous and reasonable (reasonably necessary to protect the other party) in order to be enforceable. Courts are hesitant to enforce restrictive covenants and only do so when it is necessary to prevent unfair business practices.

 

Source

 

If you are subject to a restrictive covenant, make sure you understand the specific limitations to your activities, and seek legal advice about whether it is enforceable against you.

 

If you choose to include a restrictive covenant in a contract with another party, take the time to ensure that the limitations are clear, reasonable, and that you have objective evidence to show that they are only as restrictive as is required to protect your legitimate interests. Otherwise, if they are too restrictive, they might be completely unenforceable – and you will end up with no restrictions.

 

Clauses of this nature can be found in a variety of agreements, such as

 

For agreement templates and samples of clauses discussed here, check out Clausehound’s Small Business Law Library!

 

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This article is provided for informational purposes only and does not create a lawyer-client relationship with the reader. It is not legal advice and should not be regarded as such. Any reliance on the information is solely at the reader’s own risk. Clausehound.com is a legal tool geared towards entrepreneurs, early-stage businesses and small businesses alike to help draft legal documents to make businesses more productive. Clausehound offers a $10 per month DIY Legal Library which hosts tens of thousands of legal clauses, contracts, articles, lawyer commentaries and instructional videos. Find Clausehound.com where you see this logo.

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Can I Exclude a Loss of Profits in My Limitation of Liability Clause?

Landing a huge contract is exciting – and risky! The stakes are high when a large proportion of your business’ resources are dedicated to an important project – especially if the contract is terminated prematurely by the customer.

As drafters of commercial agreements, we understand how important it is to our clients to limit or exclude their liability as much as possible, whether they are the customer or the service provider. At the same time, we know you need to be paid for your services.

 

 

A recent case, Atos IT Solutions and Services v Sapient Canada Inc, highlighted a number of issues that can arise in a claim for breach of an IT services contract. The defendant, Sapient, subcontracted work to the plaintiff, Siemens, in connection with a $49.5M project to build a single software platform; convert existing data to the platform; and provide support for the new platform for up to three years. The defendant terminated the contract early, and the plaintiff sued for damages, including lost profits.

One of the issues was whether the plaintiff could sue for loss of profits (a whopping $3,575,990) even though ‘loss of profits’ was excluded in the limitation of liability clause. The clause provided that the parties “will be liable to the other with respect to this agreement and any other obligations related thereto only for direct damages…” Neither party was to be liable for “any indirect, special,consequential, punitive or for loss of profits (collectively “Excluded Damages”), even if the other party has been advised of the possibility of such damages…”

 

Source

 

The court held that the excluded damages applied only to indirect loss of profits, for example opportunities lost because of the acceptance of the contract, but did not apply to the direct loss of profits resulting from early termination of the project.

In relation to damages, a key principle of contract law is to place the plaintiff in the same position they would have been in had the contract been performed (i.e. make the plaintiff “whole”). In this case, the contract for up to three years of support services was priced on a fixed fee basis, and was a reliable indication of the amount of loss of direct profits.

Lessons learned from Atos:

1. The significance of  drafting a tight limitation of liability clause that takes into account the reasonable expectations of the parties and common law interpretations of similar clauses cannot be understated. While no claim for indirect loss of profits was made in this case, the court implied that the language of the limitation clause, which is similar to many clauses found in various commercial contracts, can exclude indirect profits.

2. If you want the protection of being able to claim for a loss of direct profits, it is important to specifically include that right in your contract without inadvertently limiting it in the limitation provisions.

 

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This article is provided for informational purposes only and does not create a lawyer-client relationship with the reader. It is not legal advice and should not be regarded as such. Any reliance on the information is solely at the reader’s own risk. Clausehound.com is a legal tool geared towards entrepreneurs, early-stage businesses and small businesses alike to help draft legal documents to make businesses more productive. Clausehound offers a $10 per month DIY Legal Library which hosts tens of thousands of legal clauses, contracts, articles, lawyer commentaries and instructional videos. Find Clausehound.com where you see this logo.

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What if I Can’t Deliver on my Contract?

When you sign a contract, one of the most worrisome questions is “What if I simply can’t deliver? What happens if I physically cannot perform my contractual obligations through no fault of my own?”

Although they apply in only the most strictly interpreted, limited situations, the doctrine of frustration and force majeure clauses can come to the rescue. The first relies primarily on the courts, while the second relies on careful contract drafting.

But what exactly are the doctrine of frustration and force majeure clauses?

1. The Doctrine of Frustration

As a general rule, contracts require “perfect performance”. In other words, performance must conform fully to the obligations as they are stated in the contract. But what about situations that you either did not or could not anticipate? Under such circumstances, the doctrine of frustration might apply. This doctrine states that an (i) unforeseen, supervening event that (ii) renders performance of the contract impossible will set the contract aside, so long as (iii) neither party is responsible for the event.

Let’s break this down:

  • The event must be unforeseen and supervening. This means that the event must occur after the agreement has been entered into and must not have been known or knowable.
  • The event must render performance impossible. This requires actual impossibility – expense, inconvenience, etc. are insufficient.
  • Neither party may be responsible for the event. This includes indirect responsibility.

For this doctrine to apply, the frustrating event must defeat the purpose of the contract. To determine whether the purpose has been frustrated, the purpose must first be identified. As such, it is important to include a statement outlining the purpose of the agreement, or else risk the court coming to its own conclusion. This is often found in the background or recitals of an agreement.

What’s the result?

Under Ontario’s Frustrated Contracts Act, if you can establish frustration, you’re (a) entitled to recover any payments made and (b) cleared from any existing debt under the contract. This is applicable to most commercial contexts.

It is important to remember that the common law holds that this doctrine will not be easily invoked and will require truly exceptional circumstances in order to apply. As well, this will only help if you are already in court and the court agrees with you that the contract has been frustrated. It is important to add the protection of a force majeure clause to your contract.



2. Force Majeure Clause

A Force Majeure Clause, may be easier to invoke than the doctrine of frustration. For a force majeure clause to be applicable, the party must typically show that:

  • the event is within the scope of the clause, and the event occurred;
  • the event was outside the control of the party;
  • the event prevented or delayed the party’s performance of its contractual obligations;
  • the party did its best to mitigate (i.e. minimize) the effects of the event; and
  • the affected party gave timely notice according to the terms of the contract.


It is important to include a force majeure clause in any agreement, as it can demonstrate concrete evidence of an intention for a party to be relieved of its contractual obligations under a listed set of circumstances. A legal document service, such as Clausehound, can provide you with examples of  force majeure clauses. It is important to include the types of events that will most likely affect your contract, and to understand how these clauses work.

This article describes how a force majeure clause functions and provides some further elaboration on the types of events often listed in such a clause. The effect of invoking a force majeure clause can be described in the clause itself.

 

3. Conclusion

“What if I simply can’t deliver? What happens if I physically cannot perform my contractual obligations?” The answer may depend on why you can’t perform your obligations.

If the purpose of the contract has been frustrated, a judge may side with you and find that you can’t deliver. Alternatively, a force majeure clause can help if a superseding, catastrophic event occurs that prevents you from fulfilling your contractual promises.


Key Takeaways: Try to come to an agreed upon contract “purpose” and negotiate the inclusion of a force majeure clause. It’s critical that you consider the promises you’re making and all potential events that could occur. In most situations, the law will hold you to your promises because, as they say, “your word is your bond!”

 

This blog was co-written by Samita Pachai.

 

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This article is provided for informational purposes only and does not create a lawyer-client relationship with the reader. It is not legal advice and should not be regarded as such. Any reliance on the information is solely at the reader’s own risk. Clausehound.com is a legal tool geared towards entrepreneurs, early-stage businesses and small businesses alike to help draft legal documents to make businesses more productive. Clausehound offers a $10 per month DIY Legal Library which hosts tens of thousands of legal clauses, contracts, articles, lawyer commentaries and instructional videos. Find Clausehound.com where you see this logo.

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As a Programmer, Are You Committing Intellectual Property Theft by Abstracting Ideas Learned at Work Into a SaaS Product?

In this day and age, technology is taking over every aspect of our lives. Ideas developed for one area can be modified with ease and adopted in another area. If you are starting your own business, you need to protect your intellectual property to avoid someone else using your hard work in a different market. But what if you come up with an idea while working on a different project?

 

 

What is intellectual property theft?

Intellectual property theft is the stealing of creative ideas. In the area of start-up businesses, intellectual property is a huge concern. After all, you are dealing with new ideas in its early stages with significant progress to be made. As a programmer, you come across new ideas all the time, which may inspire some ideas of your own. The challenge is making sure that you aren’t taking anything that is not yours. The line between committing intellectual property theft and the creation of new ideas is not always clear, but the agreements you have signed as a developer may give you some clues about where to draw the line.

Source

 

Master Service Agreement

Start with the Master Service Agreement. If you are performing work for someone, your specific tasks, duties, and obligations should be clearly outlined. A well drafted Master Service Agreement will define your intellectual property rights as of before the work begins with the developer, while the work is in progress, and after the work is completed. These definitions are extremely important and often hotly negotiated, as is the ownership of these types of intellectual property. You may wish to make sure that the definition of client confidential information is not so broad that it includes all ideas developed during the term of the agreement.

 

Click here to see Clausehound’s Master Service Agreement!

 

 

Employment Agreement

If you are an employee, the rights you have as a developer may be a bit more limited.

Most employment contracts will contain language which requires you to transfer all rights to intellectual property created during the course of your employment. Some agreements allow employees to develop ideas independently, if they are developed outside of work time and without the use of employer intellectual property or confidential information.

 

Click here to see Clausehound’s Employment Agreement!

 

Under the Copyrights Act, if the work is created in the course of employment under a contract of service, then the employer will be the owner of the copyright in the work created by the employee. What this means is that you cannot retain any rights to work created during the course of your employment if you do not have an agreement that allows you to retain that right. Copyright includes artistic work but may be much broader and can include work related to technology.

 

Under the Patent Act, courts have decided that the employee will retain ownership pursuant to two exceptions. First, if you are “hired to invent”, which means hired for the purpose of creating ideas for your employer, then you would not be able to claim those ideas as your own. Your employer retains those rights and any ideas that you have. The second exception allows the employer to obtain the rights if you transfer those rights to the employer in an agreement.

 

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This article is provided for informational purposes only and does not create a lawyer-client relationship with the reader. It is not legal advice and should not be regarded as such. Any reliance on the information is solely at the reader’s own risk. Clausehound.com is a legal tool geared towards entrepreneurs, early-stage businesses and small businesses alike to help draft legal documents to make businesses more productive. Clausehound offers a $10 per month DIY Legal Library which hosts tens of thousands of legal clauses, contracts, articles, lawyer commentaries and instructional videos. Find Clausehound.com where you see this logo.

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Software Development Master Services Agreements Part IX: Acceptance of the Delivered Work in an MSA

Links from this article:
Small Business Law Library

ACCEPTANCE OF THE DELIVERED WORK

For the vendor in a Master Services Agreement (MSA), acceptance of their delivered work is usually a required customer step before payment. With specific types of contracts where they have frequent or periodic milestones, acceptance is a normal part of the work delivery, approval and payment process. These steps protect the customer from having a defective product at the end of the agreement. The more milestones, the more the customer gets to see the product before it is finished. It is helpful to design formal testing criteria for both the vendor and customer during negotiations of the MSA. This allows the vendor to know what to test for before sending it in for acceptance. This also saves time on behalf of the customer.

 

 

In particular, software development agreements have frequent checkpoints based on design or functionality specifications. The requirement for acceptance is an important “gatekeeper” to make sure that the product matches specifications and is bug-free. To put it simply, customers do not want to be billed unless the developed software is working properly.

 

Clausehound’s Small Business Law Library has a number of different Software Development Agreement templates, suitable for a variety of situations.

 

 

DRAFTING AN ACCEPTANCE PROVISION

For the vendor – a loose acceptance provision, where the customer can continue to demand further development, could result in a tiresome loop of testing and retesting.

Vendors can try to impose a “drop-dead date” or date of “deemed” acceptance where, after a certain number of days or a specific deadline, it will be considered accepted for that milestone. This is to ensure that periods of silence from a busy customer will not threaten the work delivery and payment period.
For the customer – they will try and keep the deemed acceptance period as long as possible and may also require that the vendor properly delivery notice for when testing has commenced. Adequate notice may be a broadly worded provision within the agreement or may be as specific as requiring that a specific person or persons are contacted and/or are available i.e. not on vacation or out of office during the acceptance period.

 

Stay tuned for more blogs on this topic!

 

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This article is provided for informational purposes only and does not create a lawyer-client relationship with the reader. It is not legal advice and should not be regarded as such. Any reliance on the information is solely at the reader’s own risk. Clausehound.com is a legal tool geared towards entrepreneurs, early-stage businesses and small businesses alike to help draft legal documents to make businesses more productive. Clausehound offers a $10 per month DIY Legal Library which hosts tens of thousands of legal clauses, contracts, articles, lawyer commentaries and instructional videos. Find Clausehound.com where you see this logo.

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