Interactive LCD Display Software Development Agreement by normgoss

VIEWS: 178 PAGES: 11

More Info
									                           Interactive Digital Signage Software Development Agreement


______________________________________________________________________

                        Interactive Digital Signage
                    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, Party 1 has developed a proprietary digital signage and media management
system with unique one-to-one targeting and real-time effectiveness measurement
capabilities known as the ______________________ [ Instruction: Insert Technology
Name ];

Whereas, Party 1 has licensed additional unique and complimentary technology;

Whereas, the ______________________ [ Instruction: Insert Technology Name ]; is
aimed at outdoor advertising network operators and facility owners such as retailers,
shopping malls, convenience stores, restaurant chains, public transport organizations
and government agencies;

                                       and,

Whereas, Party 2 offers interactive digital signage software development services and
has experience in the area of virtual world software development technologies and has
applied these technologies to interactive digital signage applications in shopping malls.


WHEREFORE, in view of the recitals, representations, premises and stipulations herein,
the Parties hereby agree as follows:


                                    Article 1
                             Business Objectives
1. For Party 1 to effectively respond to the needs of its target markets by offering
innovative highly integrated hardware and software solutions; and
2. To further enhance the Party 1 proprietary software component of its solutions by
offering third-party advanced software features to its target markets.


                                   Article 2
                             Definition Of Terms
1. “Agreement”




                                                                                            1
                           Interactive Digital Signage Software Development Agreement


This term shall mean this document (“Interactive Digital Signage Development
Agreement”), including any annexes incorporated by way of reference in any provision of
this contract.


2. “Shopping Mall Owners”
This term shall mean the Companies that manage a shopping mall or malls and who
have installed and are presently using Party 1 LCD-Based Digital Signage hardware
product.


3. “Retail Store Owners”
This term shall mean the companies that own a retail store or stores within a given
shopping mall. These companies may have the intention of displaying detailed
information about their retail store or stores in the Party 1 LCD-Based Digital Signage
hardware product.


4. “Retail Store Consumers”
This term shall mean the people who visit a given shopping mall with the purpose of
purchasing a product or products from a retail store or stores.


5. “Digital Signage”
This term shall mean the form of electronic display that shows information, advertising,
announcements, and other messages to retail store consumers to provide directions to
help them shop in a given mall. Digital signs can be found in public and private
environments, such as shopping malls, retail stores, entertainment centers and
corporate buildings. Common types of electronic display are LCD, LED, and Plasma.


6. “Interactive Digital Signage”
This term shall mean the form of electronic display that allows the retail store consumers
to interact with the information in a given Party 1 LCD-Based Digital Signage hardware
product stationed in a given shopping mall. Specifically, retail store consumers can
search for their preferred retail stores by touching the screen of, for example, a Party 1
Digital Signage LCD screen. A customer can search for a given retail product, search
the stores that have this retail product, and search for special discounts being offered by
these stores.


7. “Interactive Digital Signage Network”
This term shall mean the collection of various hardware and software resources that
manages remote multi-electronic displays working in a cohesive manner.


8. “Interactive Digital Signage Software”
This term shall mean a collection of programs that help the shopping mall owners
manage the complete workflow of an interactive digital signage network including the
scheduling, deployment, playback, reporting, and system monitoring. In addition, this
term means a collection of programs that help the customers navigate the data contents
in an interactive digital signage network in a user-friendly manner.

9. “Interactive Digital Signage Software: Standard ( IDSSS )”
This term shall mean a collection of programs, using the LCD-Based Digital Signage
product of Party 1 as a hardware platform, that help the shopping mall owners manage
the complete workflow of a interactive digital signage network including the scheduling,
deployment, playback, reporting, and system monitoring. In addition, this term means a
collection of programs that help the retail store consumers navigate the information in an
interactive digital signage network in a user-friendly manner. Examples of shopping mall-
level information that may be covered in the IDSSS are:

      9.1 Shopping Mall Location Map By Floors




                                                                                           2
                           Interactive Digital Signage Software Development Agreement


     9.2 Retail Store Name Listing

     9.3 Retail Store Location

     9.4 Announcements Of Special Events

     9.5 Announcements Of Special Exhibits

     9.6 Product Advertisements

     9.7 Weather Report

     9.8 Traffic Report

IDSSS shall be composed of two components:

     9.1. IDSSSBF or “Interactive Digital Signage Software: Standard: Basic
     Features.” This component shall be designed, developed, and tested by Party 1.
     9.2. IDSSSAF or “Interactive Digital Signage Software: Standard: Advanced
     Features.” This component shall be designed, developed, and tested by
     Party 2.
IDSSS shall be issued in the market as a single version. Hence, the shopping mall
owners will have no option to add, delete, or modify the feature set and format of IDSSS.
However, an exception shall be the special feature of IDSSS where the shopping mall
owners can modify the default information contents displayed in the LCD-Based Digital
Signage hardware product of Party 1.
In the case of IDSSS, the following three ( 3 ) business entities shall have the following
roles:

     9.1. Party 1

     Sell the End-User Proprietary Software License: IDSSS to shopping mall owners

     9.2 Shopping Mall Owners

     Purchase the End-User Proprietary Software License: IDSSS from Party 1

     9.3 Party 2

     Design, develop, and test the IDSSSAF product and integrate the IDSSSAF and
       the IDSSSBF products to create the IDSSS product

10. “Interactive Digital Signage Software: Customize ( IDSSC )”
This term shall mean the collections of programs, using the LCD-Based Digital Signage
hardware product of Party 1 as a hardware platform that helps retail store consumers
search specific information to guide them in the various retail stores within a given
shopping mall. IDSSC shall provide the retail store consumers specific retail store-level
information such as:

     10.1 Store Contents Scanning ( Virtual World Mode )

     10.2 Product List

     10.3 Product Price

     10.4 Product Stock Status

     10.5 Product Description

     10.6 Selected 180-Degree Product Viewing ( Virtual World Mode )

     10.7 Selected 360-Degree Product Viewing ( Virtual World Mode )

     10.8 Announcements Of Store-Wide Sale

     10.9 Announcements Of Selected Product Sale

In the case of IDSSC, the following three ( 3 ) business entities shall have the following
roles:




                                                                                             3
                             Interactive Digital Signage Software Development Agreement


      10.1. Party 1

      Refer to Party 2 those retail store owners who have the intention of
      purchasing IDSSC product for their own individual store or set of stores

      10.2 Retail 
								
To top