The Developer agrees to design, build, and deliver the PBO Invest platform as described in the accompanying proposal document. The scope includes the following components:
Detailed feature specifications for each component are documented in the accompanying proposal.
The platform will be built using the following technologies, all of which have been agreed upon prior to this contract:
The total development fee for the scope described in Clause 1 is $40,840 USD. This is a fixed price and includes all development work, LLC formation costs, domain registration, app store accounts, and code signing certificates.
The development fee is payable in four instalments tied to project milestones:
| Milestone | Trigger | Amount |
|---|---|---|
| Project Kickoff | Upon signing this agreement | $12,840 |
| Milestone 2 | Website and Traders Room core delivered and functional | $10,000 |
| Milestone 3 | CRM core with deposits and withdrawals delivered and functional | $10,000 |
| Platform Launch | Full platform delivered, tested, and handed over | $8,000 |
| Total Development Fee | $40,840 | |
Each milestone payment is due within 7 business days of the Developer notifying the Client that the milestone deliverables are ready for review. The Client has 5 business days to review and confirm, or to raise specific issues that must be resolved before payment is released.
Upon platform launch, the Client will pay a monthly operations fee of $950 USD. This fee covers all infrastructure and third-party service costs required to keep the platform running:
The operations fee does not begin until the platform is live and handed over to the Client. No operations fees are charged during the development phase.
Upon platform launch, the Client will pay a monthly development retainer of $1,500 USD. This retainer covers ongoing platform maintenance and development:
The retainer is subject to the following terms:
The retainer does not begin until the platform is live and handed over. No retainer fees are charged during the development phase.
The Client's total monthly commitment after platform launch is $2,450 USD ($950 operations + $1,500 retainer). Both fees are invoiced monthly and due within 7 business days of invoice date.
The estimated timeline for delivery is 4 to 6 months from the date of the first payment. This estimate is based on the current state of the specification documents and assumes reasonable availability from the Client for feedback, content, and approvals.
The Developer will provide regular progress updates. Delays caused by the Client (including late payments, delayed feedback, or scope changes) may extend the timeline and will not be considered a breach of this agreement.
Upon receipt of the final milestone payment, full ownership of all custom code, designs, and platform assets created under this agreement transfers to the Client. This includes the React frontend, Express.js API, database schema, and all custom components.
This does not include ownership of third-party libraries, open-source dependencies, or external service accounts (Stripe, Telnyx, Resend, etc.), which remain subject to their own licence terms. The Developer retains the right to use general techniques, patterns, and non-proprietary knowledge gained during the project in future work.
Both parties agree to keep confidential any proprietary information shared during this engagement. This includes but is not limited to business strategies, client data, financial information, internal processes, and technical architecture. This obligation survives the termination of this agreement.
The Client agrees to:
Any changes to the scope described in Clause 1 that are requested by the Client after this agreement is signed will be discussed and quoted separately. No additional work will be performed without written agreement on scope and cost. Minor adjustments and refinements that fall within the spirit of the original scope are included at no extra charge.
During development: Either party may terminate this agreement with 14 days written notice. If the Client terminates, payments made for completed milestones are non-refundable. The Developer will deliver all work completed up to the point of termination.
After launch: The retainer is subject to a 12-month minimum commitment. After the minimum period, either party may cancel with 60 days written notice. The operations fee continues for as long as the Developer manages the platform infrastructure. If the Client chooses to manage their own infrastructure, the Developer will assist with the transition at the retainer rate.
In the event of a dispute, both parties agree to attempt resolution through good-faith negotiation before pursuing any other remedies. If negotiation does not resolve the dispute within 30 days, both parties agree to pursue mediation before any formal legal proceedings.
By signing below, both parties agree to the terms described in this agreement and the accompanying proposal document. This agreement takes effect on the date of the last signature below.