A POC agreement, or proof of concept agreement, is a document that outlines the terms and conditions of a project`s proof of concept stage. This agreement is typically used in tech industries, where companies need to gauge the feasibility of a project before investing significant time and resources. In this article, we will provide a sample POC agreement and explain its key components.
POC Agreement Sample
[Company Name]
Proof of Concept Agreement
This Proof of Concept Agreement (“Agreement”) is entered into by and between [Company A], a [state/region] corporation with its principal place of business at [address], (“Client”), and [Company B], a [state/region] corporation with its principal place of business at [address], (“Vendor”). This Agreement is effective as of the date of the first signature below.
1. Background
Client has identified a potential need for [description of project]. Vendor has agreed to provide a proof of concept for the [description of project] (“POC”).
2. Responsibilities of the Parties
2.1 Client Responsibilities
The Client agrees to:
– Provide the Vendor with any necessary information or documentation relevant to the POC.
– Provide feedback and suggestions throughout the POC.
– Pay the Vendor the agreed-upon fee for the POC.
2.2 Vendor Responsibilities
The Vendor agrees to:
– Develop and deliver the POC to the Client within the agreed-upon timeline.
– Address any issues or bugs that may arise during the POC process.
– Provide ongoing support and maintenance during the POC process.
3. Acceptance Criteria
The POC will be deemed successful if it meets the following criteria:
– The POC meets the functional requirements outlined by the Client.
– The POC is completed within the agreed-upon timeline.
– The POC is error-free and meets industry standards.
4. Ownership and Confidentiality
Any intellectual property developed or discovered during the POC process will remain the property of the Vendor until it is transferred to the Client as part of a final agreement. Both parties agree to keep any confidential information disclosed during the POC process confidential.
5. Compensation
The Client agrees to pay the Vendor [amount] for the POC, which will be invoiced upon completion of the POC.
6. Termination
Either party may terminate this Agreement at any time. In the event of termination, any work completed up to that point will be invoiced by the Vendor.
7. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the state of [state/region].
8. Entire Agreement
This Agreement contains the entire understanding of the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether oral or written.
9. Signatures
This Agreement may be executed in counterparts and may be executed by fax or scanned signature. The parties agree that fax and scanned signatures will be treated as original signatures for all purposes.
Client Signature: _____________________ Date: _____________
Vendor Signature: _____________________ Date: _____________
Key Components of a POC Agreement
The sample POC agreement above contains several key components that are essential for any POC agreement to be effective. These include:
– Background: This section provides an overview of the project and why a POC is necessary.
– Responsibilities of the Parties: This section outlines the responsibilities of the vendor and the client throughout the POC process.
– Acceptance Criteria: This section establishes the criteria that the POC must meet to be deemed successful.
– Ownership and Confidentiality: This section outlines the ownership of any intellectual property developed during the POC process and establishes confidentiality provisions.
– Compensation: This section outlines the payment terms for the POC.
– Termination: This section establishes the circumstances under which either party can terminate the agreement.
– Governing Law: This section establishes the governing law that will apply to the agreement.
– Signatures: This section provides space for both parties to sign the agreement.
In conclusion, a POC agreement is a crucial document in the tech industry, as it enables companies to test the feasibility of a project before investing significant resources. The sample POC agreement provided in this article outlines the key components that should be included in any POC agreement to ensure its effectiveness.
