Professional Practices: "Computer Contracts"

Professional Practices
“Computer
Contracts”
By
Hadiqua Fazal
Fall 2021
Week 6
Contents
• What is a Contract
• Contact for the supply of custom built
software
• Other types of software services contract
What is a Contract
• A contract is an agreement between two or
more persons creating rights & duties and
which is enforceable by law.
• A contract is a promise or set of promises that
are legally enforceable and, if violated, allow
the injured party access to legal remedies.
• An agreement between persons which obliges
each party to do or not to do a certain thing.
What is a Contract
• Contracts
– Setout the agreement between the parties
– Setout the aim of the parties
– Provide rules for the issues arising while contract
is running
– Ways of terminating the contract
– Consequences of termination
What is a Contract
“While optimists make the best deal makers,

pessimists make the best contract writers”
Hilary Pearson
What is a Contract
• A contract
– Should be set out in a clear and logical manner
– should be complete and consistent
– Should have no ambiguity
– Should be free of doubts regarding the rights and
duties of concerned parties
What is a Contract
• There are four types of contractual
arrangement which are widely used in
connection with the provision of software
services
– Fixed price
– Contract hire
– Time and materials
– Consultancy
Contracts for the Supply of
Custom-built Software at a
Fixed Price
Structure of the Contract
• A short introductory section
• A set of standard terms and conditions
• A set of appendices or annexes
The Introductory Section
• The introductory section states that it is an
agreement between the parties whose names
and registered addresses are given.
• It is dated and signed by the authorized
representatives of the parties.
What is to be Produced
• Contract must state what is to be produced.
• Two level references is normally used.
What Is to be Delivered
• Producing software is not simply handing over
the text of program.
• Some other possibilities are
– Source code
– Command files for building the executable code
from the source and installing it.
– Documentation of the design and code.
– Different manuals
– Test data and test results
Ownership of Rights
• Contract should state what legal rights are
being passed by the software house to the
client under the contract.
Confidentiality
• Confidentiality is the protection of personal
information. Confidentiality means keeping a
client's information between you and the
client, and not telling others including co-
workers, friends, family, etc.
• It should be highly considered while writing a
contract.
Payment Terms
• Standard terms and conditions will specify the
payment conditions like
“payment shall become due within thirty days of
the date of issue of an invoice. If payment is
delayed by more than thirty days from due date,
the company shall have the right to terminate
the contract or to apply a surcharge at an
interest rate of 2 per cent.”
Calculating Payments for Delays and
Changes
• The contract should make provision for
payments to compensate the wasted efforts.
• It must specify the process by which these
extra payments are to be calculated.
Penalty Clauses
• Delays caused by suppliers are handled by
penalty clauses.
Obligations of the Client
• When work is being carried out for a specific
client, the client will have to fulfil certain
obligations, if the contract is to be completed
successfully.
Some other sections of a contract
• Standards and Methods of Working
• Progress meetings
• Project managers
• Acceptance procedure
• Warranty and maintenance
• Indemnity
• Termination of the contract
• Arbitration
• Inflation
• Applicable law
Contract Hire
Contract Hire
• Contract hire agreements are very much
simpler than fixed price contracts.
• Reason is the much less involvement and
responsibility of supplier.
Times and
Materials
Times and Materials
• It somewhere lies between a contract hire
agreement and fixed price contract.
• The supplier agrees to undertake the
development of the software in much the
same way as in a fixed price contract, but
payment is made on the basis of the cost
incurred, with labor charged in the same way
as for contract hire.
Consultancy
Contracts
Consultancy Contracts
• Use of consultants is now widespread in both
private and public body.
• Consultancy projects are usually undertaken
for a fixed price but the form of contract is
very much simpler.
Liability for Defective
Software
Liability for defective software
• There are laws present to ensure the quality of
products and goods delivered to a customer.
• Quality of goods include their
– State and condition
– Fitness for all required purposes
– Freedom from minor defects
– Safety
– durability
Liability for defective software
• A major difficulty in the case of software is
that whether it comes under the category of
goods or not.
• Only statement available for the software is
“it must be written with reasonable skill and
care”
• To overcome this difficulty, guarantee clauses
are often drafted in the contracts.

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Professional Practices

“While optimists make the best deal makers,

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