Client vs Prime Logic Solutions Service Agreement

Client vs Prime Logic Solutions Service Agreement

This Service Agreement (the "Agreement") is entered into between Prime Logic Solutions ("Service Provider") and the Client ("Client"). This Agreement outlines the terms and conditions governing the relationship between both parties regarding the provision of development and other related services.

1. Scope of Services

Prime Logic Solutions will provide the following services to the Client:

• Software Development: Development of web and mobile applications, APIs, and database integration.
• Digital Marketing: SEO services, content creation, social media campaigns, and digital advertising.
• Consulting: Providing expert advice in areas like technology selection, software architecture, and business solutions.
• Specific Deliverables: Prime Logic Solutions will deliver the agreed-upon work according to the milestones, timelines, and specifications outlined in the project scope document.

2. Project Timeline and Deliverables

The following timelines apply to the specific project being worked on:

• Start Date: [Start Date]
• Completion Date: [Completion Date]
• Milestone Deliverables: The project will be broken down into deliverable milestones (e.g., design phase, development phase, testing phase). Each phase will be clearly defined in the project scope document.

3. Payment Terms

• Total Project Fee: [Total Fee Amount]
• Payment Schedule:
  • Initial Deposit: [Amount/Percentage] due upon signing this Agreement.
  • Milestone Payments: Payments will be made upon the completion of each milestone, as outlined in the project scope document.
  • Final Payment: The final payment will be made upon project completion and client acceptance of all deliverables.
• Late Payments: A late fee of [Late Fee Percentage] per month will be charged on overdue payments.

4. Client Responsibilities

The Client will be responsible for:

• Providing clear requirements and timely feedback on deliverables.
• Supplying necessary content, branding materials, and access to systems required for the project.
• Reviewing and approving deliverables within the agreed timeframe.
• Making payments according to the agreed schedule.

5. Prime Logic Solutions Responsibilities

Prime Logic Solutions will:

• Deliver high-quality work that meets the agreed specifications and requirements.
• Communicate regularly with the Client and provide progress updates.
• Adhere to the agreed timeline and promptly notify the Client of any potential delays.
• Provide technical support and guidance throughout the project.

6. Intellectual Property

• Ownership: Upon full payment, Prime Logic Solutions transfers all rights, ownership, and intellectual property of the project deliverables to the Client.
• License: Prime Logic Solutions retains the right to use the work for marketing or portfolio purposes, unless otherwise specified by the Client.

7. Confidentiality and Non-Disclosure Agreement (NDA)

Both parties agree to the following terms regarding confidentiality and non-disclosure of sensitive information:

• Confidential Information: Any information disclosed by either party that is marked confidential or can be reasonably understood as confidential, including business plans, software, customer information, trade secrets, and any proprietary information.
• Obligations of Prime Logic Solutions:
  • Prime Logic Solutions agrees not to disclose, share, or use any confidential information for any purpose other than performing their duties under this Agreement.
  • Prime Logic Solutions will take all necessary precautions to safeguard the confidential information and ensure its security.
• Obligations of the Client:
  • The Client agrees not to disclose any confidential information shared by Prime Logic Solutions in the course of the engagement, including their professional methodologies, proprietary tools, and business practices.
• Exceptions: Confidential information does not include:
  • Information that becomes publicly known without breach of this Agreement.
  • Information that the receiving party can demonstrate was already known prior to disclosure.
• Duration of NDA: The obligations in this section shall remain in effect for two years after the termination or expiration of this Agreement.

8. Warranties and Support

• Service Provider Warranties: Prime Logic Solutions warrants that the deliverables will meet the agreed specifications and will be free of defects.
• Post-Delivery Support: Prime Logic Solutions will provide [X] weeks/months of support after the delivery for bug fixes or minor changes, unless otherwise stated.

9. Termination

• By the Client: The Client may terminate this Agreement with written notice if Prime Logic Solutions fails to deliver services on time, breaches the terms, or fails to meet the quality standards.
• By Prime Logic Solutions: Prime Logic Solutions may terminate this Agreement if the Client fails to make payments or breaches the terms of the Agreement.
• Refunds: No refunds will be issued for services already rendered, unless otherwise agreed upon.

10. Limitation of Liability

The Client will not be liable for any indirect, special, incidental, or consequential damages arising from Prime Logic Solutions' work. The liability of the Client will be limited to the amount paid for the work in question.

11. Dispute Resolution

In the event of any dispute arising out of this Agreement, the parties will first attempt to resolve the issue through informal negotiation. If unresolved, the dispute will be settled through binding arbitration according to the rules of [Arbitration Organization] in [Location].

12. Miscellaneous

• Amendments: This Agreement may only be amended in writing and signed by both parties.
• Force Majeure: Neither party will be held liable for delays or failure to perform due to circumstances beyond their control, such as natural disasters or other unforeseen events.
• Governing Law: This Agreement will be governed by the laws of [Jurisdiction].

13. Acceptance

By signing below, both parties agree to the terms and conditions outlined in this Service Agreement.