___________________________________________________________
Digital Game
Software Development Agreement
___________________________________________________________
Introduction and Purpose
This Agreement made and entered into this _______________________[
Instruction: Insert Day ], _______________________[ Instruction: Insert
Month ], _______________________[ Instruction: Insert Year ] by and
between:
______________________ [ Instruction: Insert Customer Company Name
], with its principal place of business located ______________________, [
Instruction: Insert Customer Company Address ] hereinafter referred to as
'Party 1',
and
______________________ [ Instruction: Insert Software Services
Provider Company Name ], with its principal place of business located
______________________, [ Instruction: Insert Software Services
Provider Company Address ] hereinafter referred to as 'Party 2',
Recitals
WHEREAS, the Parties named above hereby warrant that the
representatives who would sign on their respective behalf are duly
authorized to enter into this contract, with full authority to bind the principal
organizations they each represent;
WHEREAS, the Parties warrant that they have no conflict of
interest with each other, nor will they assume any obligation or restriction
that would in any way interfere or conflict with the work to be performed
under this Agreement;
WHEREAS, Party 1, as part of its ___________ [ Instruction:
Insert Duration ] strategic plan, has decided to offer a Digital Game (
hereinafter referred to as DG ) tentatively named ___________ [
Instruction: Insert Name of Game ] to the ___________ [ Instruction:
Insert Target Market ];
WHEREAS, the Party 1 intends to commission and engage the
services of a competent game developer to create a prototype and seek
out a publisher or publishers of the ___________ [ Instruction: Insert
Name Of Game ];
WHEREAS, Party 2 is a legitimate commercial entity established
for the purpose of developing and providing information technology
Digital Game Software Development Agreement
services particularly Digital Games development, software products
development, and other related services;
WHEREAS, Party 2 strongly adheres to the ideals of the Party 1
and it desires to advance the business objectives of Party 1;
WHEREAS, Party 2 warrants that it is capable of meeting Party 1’s
requirements for developing the ______________[ Instruction: Insert
Name Of Game ] and to influence a game publisher or game publishers to
enter into a business relationship with Party 2 for this game publisher or
game publishers to publish the game;
WHEREAS, Party 2 possesses the necessary knowledge, skills,
qualifications, personnel, and hardware and software resources to
develop a fully operational ______________[ Instruction: Insert Name Of
Game ];
WHEREAS, Party 2 shall work as an independent contractor using
its own personnel and equipment thereby exempting Party 1 from the
responsibility of paying the salaries and wages of Party 2’s employees;
WHEREAS, Party 2 has sufficient resources to effectively
undertake the DG and it shall endeavor to acquire additional staff and
equipment should it become necessary to fully accomplish the DG;
WHEREAS, each Party shall have the sole responsibility of
supervising and compensating its own personnel;
WHEREAS, Party 1 desires to engage the services of Party 2, and
Party 2 is willing to undertake the ______________[ Instruction: Insert
Name of Game ] development;
WHEREAS, each Party shall choose and use appropriate means
and the manner of carrying out its obligations, subject to terms and
conditions stated in this Agreement;
WHEREFORE, in view of the recitals, representations, premises
and stipulations herein, the Parties hereby agree as follows—
ARTICLE 1
OBJECTIVES
The proposed DG Development Project aims to accomplish the following
objectives:
2
Digital Game Software Development Agreement
1. To create a working new DG for a specific target market niche;
2. To establish a business relationship with a Publisher who will
manage the entire production, marketing, and merchandising of
__________________[ Instruction: Insert Name of Game ]; and
3. To achieve a rate of return of ______________[ Instruction:
Insert Desired Percentage ] or higher.
The proposed DG Development Project aims to undertake the following
tasks to meet the above-mentioned objectives:
1. Design, develop and test a prototype program of the
__________________[ Instruction: Insert Name of Game ] for the
purpose of conducting a 'live demonstration' to showcase some of the key
features and capabilities of the said game to a game publisher or game
publishers;
2. Create a comprehensive set of game documents for the purpose of
showing the technical description of the game including the major
benefits, scope, design features, and capabilities of the said game to a
game publisher or game publishers. The documentation will include:
2.1. Sell sheet
2.2 3D design overview
2.3 Platforms
2.4 Genres
2.5 Storyboards
2.6 Party 2 prospectus
3. Actively seek out game publishers that can promote the
________________[ Instruction: Insert Name Of Game ] in international
game-related conventions and conferences;
4. Actively influence a game publisher or game publishers to enter into a
mutually beneficial business agreement with Party 1 for this game
publisher or game publishers to undertake the following activities:
4.1 Fund the DG development
4.2 Prepare the strategic business plan
4.3 Design the game box that will contain the game USB Flash
Drive
4.4 Produce the DG game box
4.5 Produce the DG USB Flash Drives
4.6 Assemble the game boxes and USB Flash Drives into a
retail product package
4.7 Market the DG
4.8 Distribute the DG to various retail outlets
4.9 Administer the revenue collection system
4.10 Establish an on-line service center to handle game
players needs
3
Digital Game Software Development Agreement
5. Actively seek out alternatives ( advertisers, investors, venture
capitalists, and/or business sponsors ) in establishing a business
relationship with a game publisher or game publishers in case Party 1
encounters difficulty in finding the right game publisher or game publishers
for the ________________[ Instruction: Insert Name Of Game ].
ARTICLE 2
DEFINITION OF TERMS
1. “Agreement”
This term shall mean this document (“Digital Game Software Development
Agreement ”), including any annexes incorporated by way of reference in
any provision of this Agreement.
2. "Code"
This term shall mean the computer programming code that may consist of
"Object Code" and/or "Source Code".
"Object Code" shall mean the machine-readable form of a Program.
"Sour