Contract drafting to protect clients interests and control of fees

Our client had been commissioned by a well-known high street bank to develop software to manage the bank’s employee pension benefits and, following the development, to maintain and support that software.

The proposed contract represented a very significant portion of our client’s future revenue and therefore it was crucial to protect our client’s interests under the contract, in particular in relation to the demanding service levels that the bank sought to impose.

We successfully negotiated terms to clearly define what constitutes a "fault" or "defect" in the software. This meant that we were able to sensibly limit the circumstances which can give rise to our client's obligation to fix any problem with the software.

Following negotiations, we were also able to limit our client’s liability under the contract to a level that would be covered by our client’s insurance. Data protection issues were also addressed and we needed to advise our client on its legal obligations in this regard.

Finally, but most crucially, we were able to secure an appropriate payment mechanism clause to give our client control of its fees.