Software Development Letter of Intent

Updated June 01, 2022

A software development letter of intent is used by a software developer to express interest in performing work for a potential client. The letter serves as both an introductory statement of the developer’s qualifications as well as a preliminary outline of the software development project. Included in this project description will be the financial compensation designated for the developer, the intended commencement and completion dates, and a provision indicating whether the letter should be considered a legally binding contract.

Note that a formal agreement containing modified operating conditions is often created following the delivery of this letter. Therefore, this letter of intent will typically be established as a non-binding agreement.

Software Development Letter of Intent – Sample



Effective Date: January 21, 2019

RE: Intent to Develop Software for Communitech Productions, Inc. 

I. The Developer: Martin Polanski (the “Developer”).

II. The Client: Communitech Productions, Inc. (the “Client”).

III. The Project: The Developer intends to render the following service in the interest of the Client: Create a Point of Sale (POS) operating system for in-store customer sales; implement the new POS system throughout each electronic cash register; train current staff to familiarize them with the new POS system.

IV. Qualifications: Bachelor’s degree in computer science and software engineering, software enginering certificaion from the Texas Board of Professional Engineers and Land Surveyors, 10+ years experience operating as an independent software engineer.

V. Compensation: The Client shall pay the Developer an hourly rate of $45 per hour (the “Hourly Rate”).

VI. Additional Benefits: If the Developer is to receive additional benefits and/or financial compensation as a result of their performance (e.g., commission, profit sharing), such benefits are: An additional two thousand dollars ($2,000) if the Project is succefully completed by July 1, 2019.

VII. Payment Terms: Payment of the Hourly Rate shall be made in the following manner: Within 30 days after completion of the Project to the satisfaction of the Client.

VIII. Commencement Date: The Developer shall be permitted to begin the Project on January 31, 2019 (the “Commencement Date”).

IX. Completion: The Developer will be required, unless otherwise stated under the terms of a future agreement between the parties, to complete the Project in accordance with industry standards.

X. Binding Effect: This Letter of Intent that shall be considered non-binding. Therefore, the parties acknowledge that this Letter of Intent is not enforceable by any Party. The terms outlined herein are solely for the purposes of reaching a later agreement in the future, of which, Developer and Client are not bound.

XI. Currency: All mentions of money or the usage of the “$” icon shall be known as referring to the US Dollar.

XII. Governing Law: This Letter of Intent shall be governed under the laws by the State of Texas.


Developer’s Signature ______________________ Date ______________________

Print Name ______________________


Client’s Signature ______________________ Date ______________________

Print Name ______________________