1. Exclusive Access & Change Control
During the development cycle, Calibre Consulting must maintain exclusive control over the software environment to ensure stability and quality. The Client agrees not to modify server configurations, code repositories, integrations, data structures, or system settings without written approval from Calibre Consulting. Any unauthorized changes may cause system failures, loss of work, or security vulnerabilities. Time required to diagnose or fix issues caused by unauthorized changes will be billable at the standard hourly rate.
2.
Project Purpose
Calibre Consulting will design, architect, build, and deliver a custom software solution based on requirements outlined in the approved Proposal, Quotation, or Statement of Work.
3. Scope of Work
The Scope includes only the features, modules, workflows, and integrations explicitly listed in the approved documentation.
Examples of typical scope elements:
- Custom modules or features
- API-based integrations
- Database design
- User interface development
- Dashboards or reporting
- Automation or workflow logic
Anything not listed in writing is considered Out-of-Scope.
4. Change Requests
Any changes to the approved Scope must be:
- Documented via a Change Request
- Costed separately
- Approved in writing before development
Changes may impact timelines and budget.
5. Technical Stack & Development Standards
Calibre Consulting will use the programming languages, frameworks, APIs, and technology stack specified in the proposal.
All code will follow:
- Best practice architecture
- Security-conscious development
- Maintainability standards
- Modular and reusable patterns when appropriate
6. Third-Party Tools & Integrations
Calibre Consulting integrates with external systems such as SaaS services, APIs, and third-party platforms on a best-effort basis.
Calibre is not responsible for:
- Bugs in external APIs or services
- Rate limits, downtime, or outages
- Version changes or deprecated endpoints
- Changes made by third-party vendors
Troubleshooting third-party issues is billable.
7. Development Phases
A custom software project typically includes:
- Requirements Gathering & Specification
- Architecture & Database Planning
- Development & Coding
- Internal Testing & QA
- Client UAT (User Acceptance Testing)
- Deployment & Launch
- Post-Launch Support (as agreed)
8. Project Timeline
Timelines are estimates only and may shift due to:
- New feature requests
- Technical constraints
- Third-party issues
- Client delays in providing feedback or access
Calibre Consulting is not liable for delays outside its control.
9. Payment Terms
- 40% deposit due before project start
- 30% due at mid-milestone or major feature delivery
- 30% due prior to deployment
- Invoices due within 7 days
- Work pauses automatically if payments become overdue
Hourly or ongoing work is billed at Hourly Rate Agreed in the proposal, tracked in 15-minute increments.
10. Intellectual Property
Upon full payment, Client receives rights to the custom software delivered.
Calibre retains ownership of:
- Reusable internal libraries
- Developer tools
- Generic components not specific to the Client’s solution
Calibre may display the project in its portfolio.
11. Warranty & Support
Calibre provides a 10-business-day warranty covering bugs directly related to the delivered Scope.
Warranty excludes:
- New feature requests
- Third-party issues or API failures
- Hosting or server issues
- Client-side configuration changes
- Unauthorized modifications
Post-warranty support is billed hourly unless the Client is on a maintenance plan.
12. Confidentiality
Both parties agree to protect all confidential information, access credentials, business logic, and sensitive data shared during the project.
13. Termination
Either party may terminate the project with written notice. Hours worked up to the termination date remain payable.
Calibre Consulting may terminate immediately if communication becomes hostile or abusive.
14. Dispute Resolution
Client agrees to notify Calibre in writing of any issues and allow reasonable time for resolution before:
- Withholding payment
- Filing disputes or chargebacks
- Leaving negative reviews
Failure to allow correction may be considered a breach of agreement.
15. Launch & Handover
Launch and handover occur only after final payment is received.
Upon launch, Calibre will:
- Transfer administrative access
- Provide basic training if included in Scope
- Remove developer access if requested
Any changes requested after launch are considered new billable work.
17. Communication & Billable Time
17.1. Scope of Included Communication
Reasonable communication directly related to the Services and within the defined Scope of Work, including reporting of system defects, clarification of deliverables, or administrative coordination, is included as part of the Services.
Such communication shall not include strategic advisory services, system redesign, or additional functionality discussions.
17.2. Billable Time
Unless expressly stated otherwise in the applicable Statement of Work (“SOW”), the following activities shall be billable at the Contractor’s prevailing hourly rate:
- Strategy or advisory discussions
- Workflow analysis, process redesign, or optimization consultations
- New feature requests or scope expansion discussions
- Technical research, feasibility assessment, or solution design
- Estimation, planning, or documentation related to new functionality
- Meetings exceeding fifteen (15) minutes in duration
- Any work performed outside the defined Scope of Work
Billable time shall be recorded in increments of fifteen (15) minutes and invoiced accordingly.
17.3. Support Plans (Optional)
The client may elect to subscribe to an ongoing Support Plan, which includes a defined number of monthly support hours. Unused hours do not carry forward unless otherwise agreed in writing.
16. Governing Law
The laws of Alberta, Canada, govern this Agreement.