SOFTWARE (J-Track) PRODUCT DEVELOPMENT AGREEMENT

This SOFTWARE PRODUCT (J-Track) DEVELOPMENT AGREEMENT (the Agreement) is effective

from July 15 2012 _________ effective date and being executed on this the third _____
day of July____, Two Thousand and Thirteen (_03_/_07_/2013) entered by and between,
JAAGRUT EDUCATIONAL SERVICES PVT. LTD., a company incorporated under the provisions of the
Companies Act, 1956 and having its office at 1 st and 2nd floor, No. 356 Second cross, First block,
Matadahalli extension, R.T.Nagar Bangaluru 560032 India, represented herein by its authorised
signatory Mr. Gaurav Bajpeyee, (hereinafter, referred to as Jaagrut which expression shall,
unless repugnant to the context or meaning thereof, be deemed to mean and include its
subsidiaries, affiliates, successors and assigns) of the ONE PART;
AND
KARK TECHNOLOGIES (PROPRITERSHIP) REPRESENTED BY MR ABHAS SRIVASTAVA AGED
ABOUT 26YEARS AND MR CHANDRAKESH PANDEY AGED ABOUT 26YEARS WITH THEIR
OFFICES AT ADD ALL THOSE NAMES WHO WORKED ON THE PROJECT AND TAKE ALL THEIR
SIGNATURE_____________________________________________________No.1
Viranapalya,mes building Hebbal ring Road Bangalore India pin 560024, (hereinafter
collectively referred to as Developers which expression shall where the context so requires
mean and include theirher heirs, successors, executors and administrators) of the OTHER
PART.
Jaagrut and the Developers shall hereinafter jointly be referred to as Parties and
individually as a Party.
W H E R E A S:-

A.

Jaagrut runs and manages learning centers that seek to encourage academic
excellence and overall development of its pupils by innovative training methods
including technology based training of its student;

B.

Mr. Gaurav Bajpeyee, who is the authorised representative of Jaagrut has conceived
and conceptualise the idea of Software Product namely called J-Track;.

C.

The Developers arehave qualified, skilled and experienced and haves represented that
the Developers can accomplish the tasks assigned by Jaagrut and areis specialized in
coding this typee software; and;

D.

Relying on the representations made by the Developers that the Developers have the
necessary skill and expertise to successfully complete the task assigned to the Developers
to the satisfaction of Jaagrut, Jaagrut desires to engage the Developers to provide the
Services (as defined hereafter), and the Developers have agreed to be so engaged by
Jaagrut on the terms and subject to the conditions contained in this Agreement.

NOW THIS AGREEMENT WITNESSETH: 1.

Definitions:

For the purpose of this Agreement the following terms shall bear the meanings assigned to
them hereunder and such definitions shall be applicable to both the singular and plural forms
of such terms:
1.1
Software Product Development (SPD) or J-track means the Software Development
more particularly described in Statement of Work annexed hereto as Schedule I,
agreed by Jaagrut subject to the terms and conditions herein.
1.2
Software Deliverables shall mean software programs agreed by Jaagrut with the
user requirement specification and delivered to Jaagrut under the terms and
conditions contained herein.
1.3
Program Documentation means the printed operating and user manuals, user
instructions, and technical literature and other related printed material supplied for
the purpose of aiding the use and application of the Software Deliverables.
1.4
Source Code means the human-readable version of the Software Deliverables made
up of the source program containing computer instructions and data definitions, which
cannot be executed on a computer processor without compilation or other conversion
into a binary language.
1.5
Object Code means the machine readable, binary form of the Software
Deliverables, which can be executed on a computer processor.
1.6
3rd party Software means all such computer programs, operating systems, database,
applications or any other software belonging to a third party required for the purpose
of rendering the Services.
1.7
Infrastructure means all such computer machinery, instruments, equipment,
facilities and manufacturer-supplied software as are required for the use, operation
and/or functioning of the Software Deliverables.
1.8
Intellectual Property" shall mean all patents, trademarks, permits, service marks,
brands, trade names, trade secrets, proprietary information and knowledge,
technology, computer programs, databases, copyrights, licences, franchises, formulae,
designs, rights of confidential information and all other intellectual property;
1.9
Intellectual Property Rights shall mean all rights, benefits, title or interest in or to
any Intellectual Property, anywhere in the world (whether registered or not and
including all applications for the same);
1.10 Milestone shall mean the performance milestones as may be specified in the
Statement of Work, which is incorporated herein by reference as part of this
Agreement.
1.11 Statement of Work or SOW means the written statement of work signed between
the Parties from time to time, incorporating details of each of the following elements:
(i) Services, system requirement specifications and user requirement specifications,
(ii) fees and payment terms, (iii) performance milestones, (iv) Software Deliverables,
and (v) other special terms and conditions relating to the Services.
2.

Software Development Services:

Services shall be provided by the Developer as agreed in the Statement of Work

3.

Developers obligations:

In the course of rendering the aforesaid services, the Developer shall be responsible for the
following:
(i)
The Developers will render the Services for creation of the Software
Deliverables in accordance with the SOW
(ii)
The Developers, on completion of a milestone, will furnish a document
informing the Jaagrut of the milestone completion.. Check whether u need this
(iii)
The Developers will assign personnel of appropriate qualifications and
experience to perform the Services in order to fulfil its obligations.
(iv)
The Developers will exercise requisite control and supervision over its
personnel in the course of rendering the Services.
(v)
The Developer will respect the confidentiality of all information given to it by
Jaagrut and will not divulge such information to any third party or other units without
the Jaagruts written consent.
4.

Jaagruts obligations:

The Jaagrut shall be responsible for the following:

i)
The Jaagrut shall perform the user acceptance testing of the Software Deliverables
provided by the Developer and inform the Developer about the acceptance of the
Software Deliverables. In case the Software Deliverables are not acceptable to the
Jaagrut, the same shall be re-worked by the Developer at theirits own cost.
ii)
Where the Developers provides Services at the Jaagrut's site, the Jaagrut shall arrange
to make available to the Developerss personnel reasonable office, computer and
communication facilities at no cost to the Developer.
iii)
The Jaagrut shall also assist, help and co-operate fully with the Developer s and
theirits personnel in the course of their rendering Services under this Agreement and
promptly make available all such information, facilities and services, reasonably
required by the Developers or theirits personnel for the performance of their
obligations under this Agreement.
iv)
Unless expressly agreed to the contrary in the Statement of Work, all 3rd party
software and infrastructure required for providing the Services under this Agreement
shall be provided by Jaagrut. Jaagrut shall further ensure that all such 3 rd party
Software, Infrastructure, information advise, approval, consent, feedback, etc. that
may be necessary or required for rendering Services under this Agreement and
requested for by the Developer or its personnel is made available to them promptly
and within the time specified by them.
5.

Fees and Payment:

5.1

Jaagrut agrees to pay the Developers the fees and other charges specified in Schedule
4 2 written hereunder and annexed hereto in accordance with the Payment Schedule
set forth therein. The Cheque shall be issued in the name of Kark
technologies_________________ as final discharge of payment onbligations under the
Agreement unless differently stated in the SOW
Taxes: All such fees and other charges required to be made by Jaagrut under this
Agreement shall be exclusive of all applicable taxes except for tax assessed on the
Developers Income. All rates, taxes cess, levies, etc. that may be payable in respect
of all such fees and payments shall be borne and paid exclusively by Jaagrut.

5.2

6.

Intellectual property rights

6.1

Ownership: The Software Deliverables and the Program Documentation (hereinafter

for the sake of brevity referred to as Software Deliverables Materials) together with
all intellectual, proprietary and other rights therein, excluding the pre-existing rights
of any party therein shall at all times and for all purposes, be the exclusive property
of and shall at all times be and remain vested in Jaagrut.

6.2

The Developers represents and warrants that the Services rendered, or Software
Deliverables provided by the Developers herein shall not be derived improperly from
any copyrighted or trade secret or other material of a third party and the use thereof
by Jaagrut shall not infringe upon any patent, copyright, trademark, trade secret or
other right title or interest, proprietary or otherwise, of any individual or entity.

6.3

In the event of any claim being made against Jaagrut that the Software Deliverables
developed by the Developers in the course of rendering Services, infringe or are likely
to infringe the Intellectual Property Rights of any third party, the Developers shall
immediately upon being notified by Jaagrut of such claim, either (a) replace such
Software Deliverables with suitable non-infringing functionally equivalent deliverables;
(b) modify such Software Deliverables so that the same are free from infringement; (c)
procure for Jaagrut the right to continue using the Software Deliverables; or (d)
accept the return of the Software Deliverables from Jaagrut and refund to Jaagrut the
amount received by the Developer for those Software Deliverables.
6.4
The Developers shall not be liable for any default, failure or non-performance of its
obligations under this Agreement or for any claims of infringement or for any
infringement in the following cases: (a)any use of the Software Deliverables or any
other 3rd party software in a manner other than as specified by the Developer or any
use not in accordance with the Developers instructions; (b) any use of the Software
Deliverables in combination with products, applications, equipment, devices,
software, systems or data other than the products, applications, equipment, devices,
software, systems or data specified by the Developer; (c) any use for the creation of
any other software application or application development tool containing the
Software Deliverables, or any module or any other component thereof which is
capable of being used by an end user/ third party; (d) any alteration, amendment,
modification or customisation of the Software Deliverables or third party software by
any person other than the Developer; or
(e) any alteration, amendment or
modification made in the course of customization of the Software Deliverables with
the specific direct inputs from Jaagrut; (f) any failure, error, defect, delay,
impropriety, irregularity, break-down, in-access, etc. in the functioning or operation
of the RDBMS server or other servers, networking products, and other hardware,
software, firmware, systems design, applications, or other instruments, infrastructure,
equipment, etc; (g) any failure, error, defect, delay, impropriety, irregularity,
malfunction, etc. caused due to any infection by viruses or such other contaminating
or destructive components which take place through no fault of the Developer; (h)
Non-compliance or refusal of Jaagrut to comply with any instructions, note, steps for
preventing the breach of any warranty or for the avoidance of any infringement etc,.
We can do away with clause
7.
Limitation of Liability:

7.1

The aggregate liability of the parties in connection with obligations undertaken under
this Agreement, regardless of the form or nature of the action giving rise to such
liability (whether in contract, tort or otherwise), shall under no circumstances exceed
the fees paid under the Agreement.

7.2

Either party shall not be liable for any indirect, exemplary, special, punitive,
consequential or incidental loss, damage, claims, liabilities, charges, costs, expense or
injury that may arise out of or be caused in connection with or result from this
Agreement or any other obligations undertaken under the terms of this Agreement.

7.3

The essential purpose of this Clause is to limit the potential liability of the parties
arising out of this Agreement.

8.

Term and Termination:

8.1

Term: This Agreement shall commence on the Effective Date and shall remain in
force, until completion of the work specified in the Statement of Works or earlier
determination by either Party by giving one month notice to the other Party and/or in
accordance the terms hereof.

8.2

Termination:
(a) Termination for Breach: Either Party may terminate this Agreement in the event of
a material breach by the party of this Agreement if such breach continues uncured
for a period of 1 month after written notice.
(b) Automatic Termination: This Agreement terminates automatically if either Party is
adjudicated bankrupt, files a voluntary petition of bankruptcy, makes an
arrangement for the benefit of its creditors, is unable to meet its obligations in the
normal course of business or if a receiver is appointed on its properties/assets.

8.3

Upon termination of this Agreement for any reason, Jaagrut shall promptly pay the
accrued and outstanding fees due and payable to the Developers for Services
performed by the Developers, prior to the date of such expiration or termination.

8.4

Upon termination of this Agreement all the Software Deliverables and Intellectual
Property Rights shall be delivered / assigned to Jaagrut by the Developers. Any
documents required to be executed for such delivery/assignment shall be executed by
the Developers at Jaagruts cost.

8.5

Upon any termination of this Agreement, and unless expressly agreed to the contrary
in any Statement of Work, neither Party shall be liable to the other, and the Parties
hereby waive all claims, for any expected compensation or profits or for any
investments, expenditures or commitments made in connection with this Agreement.

9.

Confidentiality:

9.1

Confidential Information means any and all information that is or has been received
by either Party (the Receiving Party)Developers from the other Party (the
Disclosing Party)Jaagrut during the term of this Agreement, belonging to the
Disclosing PartyJaagrut and disclosed in writing, orally, electronically, visually or

otherwise. The Disclosing PartyJaagrut shall identify the information as confidential

or with similar restrictive legends when the information is disclosed in writing or
through any tangible mode. When the information is disclosed orally, the Disclosing
Party shall identify the information as confidential at the of disclosure and submit the
same in writing to the Receiving Party within 7 days of such disclosure. Without
limiting the generality of the foregoing, Confidential Information shall mean and
include any information, data, analysis, compilations, notes, extracts, materials,
reports, drawings, designs, specifications, data, graphs, charts, studies, memoranda or
other documents, or materials relating to the Software Deliverables, the Program
Documentation, the Source Codes, and the Object Codes Confidential Materials shall
mean all tangible materials containing Confidential Information, including, without
limitation, written or printed documents and computer disks or tapes, whether
machine or user readable.
9.2

The Parties Developers agree to regard, preserve and keep as secret and confidential
all Confidential Information and Confidential Materials of the Disclosing PartyJaagrut
howsoever obtained and for that purpose the Receiving Party Developers agrees that it
shall not, without obtaining the written consent of the Disclosing PartyJaagrut to
disclose, transmit, reproduce or make available any such Confidential Information and
Confidential Materials to any person, firm, company or any other entity other than its
directors, partners, advisers, agents or employees, who need to know the same for
the purposes of performing its obligations under this Agreement.

9.3

In maintaining confidentiality hereunder the Receiving PartyDevelopers warrants that

it shall:
i) take at least the same degree of care in safeguarding such Confidential
Information and Confidential Materials as it takes for its own Confidential
Information and Confidential Material of like importance and such degree of
care shall be at least that which is reasonably calculated to prevent such
inadvertent disclosure;
ii) keep the Confidential Information and Confidential Materials and any copies
thereof secure and in such a way so as to prevent unauthorised access by any
third party;
iii) limit access to such Confidential Information and Confidential Materials to
those of its directors, partners, advisers, agents or employees who are directly
involved in the consideration/evaluation of the Confidential Information and
Confidential Material and bind each of its directors, partners, advisers, agents
or employees so involved to protect the Confidential Information and
Confidential Materials in the manner prescribed in this Agreement; and
iv) upon discovery of any unauthorised disclosure or suspected unauthorised
disclosure of Confidential Information, promptly inform the Disclosing Party
Jaagrut of such disclosure in writing and immediately return to the Disclosing
PartyJaagrut all such Information and materials, in whatsoever form, including
any and all copies thereof.

9.4

The Receiving Party Developers shall, upon termination of this agreement or at any
time on receipt of a written demand from the Disclosing PartyJaagrut:
i) immediately return all written Confidential Information , Confidential Materials
and all copies thereof provided to, or produced by, it or its advisers, as the
case may be, which is in its possession or under its custody and control;

ii) to the extent practicable, immediately destroy all analyses, compilations,

notes, studies, memoranda or other documents prepared by it or its advisers to
the extent that the same contain, reflect or derive from Confidential
Information relating to the other party;
iii) to the extent practicable, immediately furnish a certificate signed by its
director or other responsible officer confirming that to the best of his/her
knowledge, information and belief, having made all proper enquiries the
requirements of this paragraph have been fully complied with.
9.5

The restrictions in the preceding section shall not apply to:

i) any information that is publicly available at the time of its disclosure or
becomes publicly available following disclosure (other than as a result of
disclosure by the Receiving PartyJaagrut contrary to the terms of this
Agreement); or
ii) any information that is already known to or was lawfully in the possession of
Receiving PartyDevelopers prior to disclosure under this Agreement or is
disclosed to Receiving PartyDevelopers with the approval of the Disclosing
PartyJaagrut or is disclosed to Receiving PartyDevelopers by a source other
than the Disclosing PartyJaagrut, which source is not bound by any obligation
of confidentiality or is independently developed by Receiving PartyDevelopers
without using the Confidential Information or any part thereof in contravention
of the terms of this Agreement; or
iii) any disclosure required by law or by any court of competent jurisdiction, the
rules and regulations of any recognised stock exchange or any enquiry or
investigation by any governmental, statutory or regulatory body which is
lawfully entitled to require any such disclosure provided that, so far as it is
lawful and practical to do so prior to such disclosure, the Receiving
partyDevelopers shall promptly notify the other party of such requirement with
a view to providing such other party and opportunity to obtain a protective
order or to contest the disclosure or otherwise agree to the timing and content
of such disclosure.

9.6

The Confidential Information and Confidential Materials and all copies thereof, in
whatsoever form shall at all times remain the property of the Disclosing PartyJaagrut
and its disclosure hereunder shall not confer on the Receiving PartyDevelopers any
rights whatsoever beyond those contained in this Agreement.
Either Partys obligations under this Section with respect to confidentiality will survive
the termination of this Agreement or of any license granted under this Agreement for
whatever reason.

9.7

10.

Compliance with Laws:

10.1

Compliance with all applicable laws: The Parties herein agree and undertake to
observe, adhere to, abide by, comply with and notify the other about all laws in force
or as are or as made applicable in future, in respect of the Software Deliverables and
the Services and shall indemnify, keep indemnified, hold harmless, defend, protect
and fully compensate the other parties herein and their employees/officers/staff/
personnel/representatives/agents from any failure or omission on its part to do so and
against all claims or demands of liability and all consequences that may occur or arise

10.2

10.3

for any default or failure on its part to conform or comply with the above and all other
statutory obligations arising therefrom.
Interpretation and Construction: The Parties herein have participated jointly in the
negotiation and drafting of this Agreement. In the event of an ambiguity or question
of intent or interpretation arises, this Agreement shall be construed as if drafted
jointly by the Parties and no presumption or burden of proof shall arise favoring or
disfavoring any Party by virtue of the authorship of any of the provisions of this
Agreement. Any reference to any statute or law shall be deemed also to refer to all
rules, regulations, notifications, codes, guidelines, ordinances, decrees, judicial,
arbitral, administrative, ministerial, departmental or regulatory judgements, orders,
decisions, rulings, or awards, policies guidelines, directives, agreements, or
instructions by any governmental body and all other requirements, formalities,
procedures, etc., promulgated or notified thereunder.
Dispute Resolution and Governing Law: In the event that any dispute or difference
arises, in connection with the interpretation or implementation or validity or
otherwise arising out of or relating to this Agreement, between the Parties, the
Parties shall attempt in the first instance to resolve such dispute through friendly
consultations. If the dispute is not resolved through friendly consultations within
thirty (30) days from the date of commencement of discussions or such longer period
as the Parties agree in writing, then either Party may refer the dispute to arbitration.
Such arbitration shall be conducted by an arbitral tribunal consisting of three
arbitrators, one arbitrator to be appointed by each Party, and a third arbitrator to be
appointed by such arbitrators and shall be held in Bangalore and be conducted in the
English Language. The award of the arbitral tribunal shall be final and conclusive and
binding upon the Parties, and the Parties shall be entitled (but not obliged) to enter
judgement thereon in any one or more of the highest courts having jurisdiction. By
executing this Agreement, the Parties expressly consent and submit to the exclusive
jurisdiction of the Courts in Bangalore giving such Courts the exclusive power and
authority to hear and determine any dispute between the Parties to this Agreement.
All litigation shall be held in English and all documents submitted to the courts or to
the opposing parties shall be in the English language. All disputes and causes of action
related to this Agreement will be construed in accordance with and governed by the
laws of India. In addition to any other relief, the prevailing Party in any action arising
out of this Agreement shall be entitled to attorneys fees and costs. If any term or
provision of this Agreement is found to be invalid under any applicable statute or rule
of law, then, that provision notwithstanding, this Agreement shall remain in full force
and effect, and such provision shall be deleted.

11.

General provisions :

11.1

Distinct Identities: This Agreement is not intended to create any relationship in the
nature of a partnership, franchise, joint venture, or agency. Neither Party shall act in
a manner that expresses or implies a relationship other than that of independent
contractors, nor bind the other parties.

11.2

Warranty: The Developer represents and warrants that the Software Deliverables shall
perform materially for a period of three months from the completion of the UAT,
when used in accordance with the instructions of developer as per the Program
Deliverables, on the designated environment specified by the Developer. The
Developer disclaims all other warranties and representations with respect to the

Software Deliverables, except those set out herein, whether express or implied,
including without limitation, the implied warranties of merchantability, fitness for a
particular purpose etc.
11.3

No Employer-Employee Relationship: It is further expressly agreed that either party

or any of its holding/subsidiary/joint-venture/ affiliate/group/client companies or any
of their employees/officers/staff/personnel/ representatives/agents shall not, under
any circumstances, be deemed to have any employer-employee relationship with the
other party or any of its employees/officers/ staff/representatives/ personnel/agents.

11.4

Non Exclusive Relationship: The parties herein hereby understand and agree that this
Agreement is non-exclusive, and that Jaagrut or the Developers may enter into similar
agreements with others whether or not in competition

11.5

Assignment: Neither this Agreement nor any rights granted hereunder may be sold,
leased, assigned, or otherwise transferred, in whole or in part, by either party, and
any such attempted assignment shall be void and of no effect without the advance
written consent of the other party, such consent not to be unreasonably withheld or
delayed.

11.6

Notices: Notices as required under this Agreement shall be sent to the Parties at the
addresses mentioned first herein above or such other addresses as the Parties may
designate from time to time, and shall be sent by certified or registered mail with
acknowledgement due on receipt.

11.7

Amendment and Waiver: Any provision of this Agreement may be amended or waived
if, and only if such amendment or waiver is in writing and signed.

11.8

Survival and Severability: Rights and obligations under this Agreement, which by their
nature should survive or are expressly so stated herein shall remain in full force and
effect notwithstanding any expiry or termination of this Agreement. The invalidity or
un-enforceability of any provisions of this Agreement in any jurisdiction shall not
affect the validity, legality or enforceability of the remainder of this Agreement in
such jurisdiction or the validity, legality or enforceability of this Agreement, including
any such provision, in any other jurisdiction, it being intended that all rights and
obligations of the Parties hereunder shall be enforceable to the fullest extent
permitted by law.

11.9

Force Majeure: Neither Party shall be liable to the other if, and to the extent, that the
default, delay, failure, non-performance of any of its activities, duties, obligations or
functions under this Agreement is prevented, restricted, delayed or interfered with, due
to circumstances beyond the Party's reasonable control, including without limitation,
acts of any governmental authority, war, armed conflict, hostile attack, insurrections,
riot, sabotage, blockage, embargo, fire, flood, earthquake, typhoon, epidemic or other
natural calamity or strike or other labour disturbance, acts of government and/or
shortage of materials.
The Party claiming an event of force majeure shall promptly notify the other Party in
writing of such delay or failure in performance, the reason therefor, the expected
duration thereof, and its anticipated effect on the party expected to perform as soon as

possible after the event and also keep the other party informed of the further
developments. The Party so affected shall use its best efforts to remedy such a cause of
non-performance. If the force majeure lasts beyond three (3) months, either Party may
terminate this Agreement upon giving notice to the other Party. The Party affected by
force majeure shall continue to perform the obligations under this Agreement, which
are not affected by the force majeure event and shall take such steps as are
reasonably necessary to remove the causes resulting in force majeure and to mitigate
the effect thereof. As soon as the cause of force majeure has been removed, the Party
whose liability to perform its obligation has been affected shall notify the other Party
and resume the affected activity without delay.
11.10 Entire Agreement: This Agreement, including all Annexures, Exhibits and Schedules (if
any) attached hereto, shall constitute the entire agreement amongst the parties
hereto. It shall supersede all prior or contemporaneous oral or written
communications, proposals, conditions, representations and warranties and prevails
over any conflicting or additional terms of any quote, order, acknowledgement or
other communication between the parties relating to its subject matter during the
term of this Agreement.
11.11 Headings: The headings given herein above are for ease of reference only and shall
not attach or have any effect/ meaning whatsoever contrary to what is stated in the
agreement.
11.12 Counterparts: This Agreement has been signed in duplicate, each of which shall be
deemed to be an original. The exchange of a fully executed Agreement (in
counterparts or otherwise) by fax shall be sufficient to bind the parties to the terms
and conditions of this Agreement.

IN WITNESS WHEREOF THE PARTIES HERETO HAVE CAUSED THIS AGREEMENT TO BE EXECUTED
BY THEIR AUTHORIZED REPRESENTATIVES ON THIS third______ DAY OF July____ _____ 201308
Signed and delivered by

Signed and delivered by

Name of the Client

Signed by:

Signed by:

Name ...

Name ...

Title

Title

..

in the presence of
....

..

in the presence of
....

Schedule 1: Statement of Work

Client
Effective Date
25 December 2012
1. Services : Development of Jtrack software as detailed in software deliverables.
[Description of the nature of Services agreed to be rendered]
2. System Requirement Specifications and User Requirement Specifications

[Attach separately]
3. Software Deliverables,
All deliverables will be programmed into the userinterface components as provided by
Jaagrut with a different login for each type of user.
1. The student module: Enabling a student to take quizzes opened for them by their
teachers,enabling messages between students and teachers/admin,progress
tracking through visual representations and marks cards,attendance information
with session details and quiz scores and a study section which shall contain tools
for studying concerned subjects.
2. The teacher module: Enabling teachers to create a quiz,open a quiz,access preexisting quizzes,access teaching instructions,and other tools,viewing quiz results
on a question wise basis,enable the teacher to know the group members under her
care,access to notice boards,ability to send receive messages within the system.
3. The parent module:Enabling parents to know,attendance, see marks card,details of
each session with quiz scores and learning objective details for each session for
one or multiple students.
4. The admin and office admin module: enabling an oversight of the whole
process,creating deleting accounts,creating marks cards,sending alerts,posting
messages on notice boards, archiving facility, monitoring creation of quizzes,
editing of quizzes.Access to reports which will enable him to monitor the entire
operations and control access to different functionalities.
To support the process as described in the process document attached.
[Please mention the functional features that are agreed to be made available to the
Customer]
4. Performance Milestones,
5. Special Terms and Conditions relating to the Services (if any).

For

For .

.
Name of the Client

Signed by:

Signed by:

Name ...

Name ...

Schedule 2: Procedure for rendering Services:

Client
Effective Date
1. User Requirement Specification (URS): The ClientJaagrut shall prepare a URS
document detailing therein all functional requirements, other relevant inputs, interfacing
information data and file formats, screen layouts, MIS details, output requirements,
output report formats, etc., together with details of applicable business rules, workings
formulae, calculations, methodology, validations and other operational terms such as
target delivery date, acceptance criterion, target cost, payment schedule, etc.
2. Design and development: Developers shall upon receipt of the final URS:
(i) Design and develop the aforesaid software Deliverable in accordance with the URS;
(ii) Review the progress of such design/development work against the project plan on
a weekly/monthly basis so as to ensure timely delivery of the deliverables and
identification and resolution of any problems encountered in the course of
designing/developing the deliverables;
(iii)Maintain complete and accurate records relating to such design/development
work;
(iv) Assist in installation and implementation of the Software Deliverables at the
Location specified by the ClientJaagrut.
3. Delivery: Developers shall deliver to the Client Jaagrut one copy of the Source Code
and Object Code of the Software Deliverable together with all relevant Program
Documentation to be used as a reference for the deliverables along with system
administration
manuals
containing
sufficient
information
to
test
the
effectiveness/compliance of the Software Deliverables with the requirements
mentioned in the URS.
4. User Acceptance and Testing (UAT):
Upon installation as aforesaid Developers shall test the Software Deliverables, to
ensure their quality and as to whether the same is in conformity with URS and related
schedules. Thereafter Jaagrut shall complete UAT and confirms its acceptability to the
Developers.

Schedule 4: FEES & OTHER CHARGES

Client
Effective Date

Fees & other charges : [Basic, overtime,

excluded; taxes & other applicable levies]

Invoicing Terms:

Payment Terms:

Payment Due Dates:

For

For .

.
Name of the Client

Signed by:

Signed by:

Name ...

Name ...