Software Development Services. 18.1. We have no obligation to provide any software development services under this Agreement unless you and we execute a Statement of Work specifying the software development services to be provided and the software to be developed (Custom Software).
18.2. You will pay the Fees set out in or referred to in the Statement of Work on a time and materials basis for all time spent carrying out our obligations under this clause 18.
18.3. Except as otherwise agreed in a Statement of Work, we own all Intellectual Property Rights in all Custom Software. To the extent that we do not automatically own all such Intellectual Property Rights, you hereby assign all such Intellectual Property Rights to us. The assignment under this clause 18.3 includes an assignment of future copyright under section 197 of the Copyright Xxx 0000 (Cth) and in equity.
18.4. Any Custom Software developed will be subject to the same provisions of the Agreement that apply to Licensed SDKs except as otherwise expressly specified to the contrary in the applicable Custom Development Statement of Work.
Software Development Services. 21.1. We have no obligation to provide any software development services under this Agreement unless you and us execute a Custom Development Statement of Work specifying the software development services to be provided and the software to be developed (Custom Software).
21.2. You will pay, the Fees set out in or referred to in the Custom Development Statement of Work on a time and materials basis for all time spent carrying out our obligations under this clause 21.
21.3. Except as otherwise agreed in a Custom Development Statement of Work, we own all Intellectual Property Rights in all Custom Software. To the extent that we do not automatically own all such Intellectual Property Rights, you hereby assign all such Intellectual Property Rights to us. The assignment pursuant to this clause includes an assignment of future copyright pursuant to section 197 of the Copyright Xxx 0000 (Cth) and in equity.
21.4. Smart-UI Products will be deemed to include Custom Software for the purposes of this Agreement, except as otherwise expressly specified to the contrary in the applicable Custom Development Statement of Work.
Software Development Services. 2.1. We shall use reasonable endeavours to ensure that the Software Development Services are provided in accordance with the timescales stated in the quotation.
Software Development Services. 1.1 Part 1 applies if Software Development Services is:
(a) marked in Item 18 of the Customer Order; and
(b) relevant to the Goods and Services described in Item 3 of the Customer Order and the Statement of Works.
Software Development Services. (If the development of software is included in any task description, the provisions of this Article 11 shall apply.)
Software Development Services. The following terms and conditions apply when Services include software development performed by Xxxxx Xxxxx.
1.8.1 Xxxxx Xxxxx shall provide the software development services to Client as described in the SOW (the "Development Services") in accordance with this Agreement, either directly by its employees or through such subcontractors (at Xxxxx Tilly’s expense) as Xxxxx Xxxxx deems necessary to perform the Services. All work will be performed remotely from Xxxxx Tilly’s offices unless travel is specifically requested and approved by Client.
1.8.2 The Development Services typically will be developed using PHP, HTML, and JavaScript. Other technologies may be used as needed. The technologies, language, libraries, methods, etc. used will be at Xxxxx Tilly’s discretion unless otherwise specified in the applicable SOW.
1.8.3 Client responsibilities for Development Services include: (a) providing Xxxxx Xxxxx with appropriate test environments of all relevant systems for development of solution, typically a sandbox of production environments; (b) Client is responsible for creating any necessary test data, including Intacct data, third party system data, input files, etc.; (c) testing solution provided with all relevant workflow processes, functions, and data combinations; (d) Client agrees to have Sage Intacct Web Services (“Developer”), and the cost of Web Services is paid for by Client as part of the Sage Intacct subscription (Client’s Web Services Sender ID and Password will be used in the integration and Client is responsible for providing Xxxxx Xxxxx with Providing Sender ID and Password for Intacct Web Services); and (e) if JavaScript is used within the Sage Intacct application, Client must have Platform Services (Standard or Developer) enabled.
1.8.4 Platform Services must be included as part of Client’s Sage Intacct subscription. MODIFICATIONS MADE IN THIS WAY ARE NOT WARRANTIED AND MAY STOP WORKING IF INTACCT ALTERS THE USER INTERFACE IN A WAY THAT AFFECTS THE CUSTOMIZATIONS OR RELEASES A NEW USER INTERFACE IN THE FUTURE. If this occurs, additional services may be required at rates and terms specified in a subsequent SOW.
1.8.5 Software Services process will be as follows: (a) Xxxxx Xxxxx performs scoping of development project with Client either before or after Software Services SOW is signed; (b) Xxxxx Xxxxx develops solution with input from Client; (c) Xxxxx Xxxxx informs Client when solution is available for test and confirmation; (d) Client tests an...
Software Development Services. A. During the Term, GeoTel shall develop and provide to Licensee such modifications to the GeoTel Software (the "Modifications") as may be requested from time to time by Licensee (the "Software Development Services"), subject to GeoTel notifying Licensee in writing within thirty (30) days after receipt of each such request as to a reasonable, good faith basis upon which GeoTel believes that the development of the requested Modifications are either (i) not technically feasible, or (ii) inconsistent with GeoTel's core business. Such notice shall set forth in reasonably sufficient detail the basis for GeoTel's rejection.
B. Unless GeoTel provides the foregoing notice to Licensee within the applicable thirty day time period, GeoTel shall work with Licensee to create a requirements document for the requested Modifications (the "Technical Specification"), which Technical Specifications are subject to the final approval of Licensee. Licensee shall reimburse GeoTel for the reasonable time and materials costs incurred by GeoTel in developing the Technical Specifications by either:
(i) reimbursing GeoTel for such costs promptly after the Parties have failed to agree upon the development terms and conditions for the Modifications required pursuant to Section 11.3 C within a reasonable period of time after finalization of the Technical Specifications, or (ii) where such terms and conditions are agreed upon by the Parties within such reasonable time period, then such time and materials costs shall be incorporated into the agreed pricing for the development of the Modifications. The rates for GeoTel personnel developing the Technical Specifications shall be those set forth in Section C of Exhibit C.
C. Upon finalization of the applicable Technical Specifications, GeoTel and Licensee shall negotiate, in good faith, the terms and conditions governing development by GeoTel of the requested Modifications pursuant to the Technical Specifications, including without limitation: (i) the applicable development milestones/deliverables and schedule, (ii) the payment mode, whether by fixed price, hourly or otherwise, but subject to Section 11.3 D, and in any event including payment of the reimbursable costs pursuant to Section 11.3 B unless previously paid by Licensee, and (iii) such other terms and conditions as may be agreed by the Parties. Upon agreement by the Parties as to the foregoing terms and conditions, the same shall be set forth in either a written amendment to this Agr...
Software Development Services. The Customer engages the Developer, and the Developer agrees, to perform services for the Customer to develop, modify, improve, deliver and install the Software in accordance with the terms of this agreement.
Software Development Services. If at any time during the term of this ----------------------------- Agreement, Kellwood requests, or EDS proposes and Kellwood agrees, that EDS develop Software to be used in Kellwood's business, or that EDS upgrades or enhances any existing Kellwood Software, EDS Software, Kellwood-Vendor Software or EDS-Vendor Software, or that EDS implements any third-party software applications, then the parties will use the then-current EDS methodology and procedures unless otherwise agreed in the particular Task Order. Kellwood acknowledges that the obligations of EDS to perform the development, modifications and enhancements will be dependent upon Kellwood's performance of those obligations described in this Section and in the applicable Task Order. From time to time as may be necessary, Kellwood will provide EDS with access to those employees and customers of Kellwood, including management personnel and Software users, from whom EDS requires information.
Software Development Services. This Agreement may only be amended if agreed and signed by both parties in writing.
