Software Research & Development Agreement

This Agreement is entered into as of ___________, 2026, by and between LAiSON.ORG and the Massachusetts State Police.

1. Purpose

To design and evaluate software systems to assist in identifying indicators of human trafficking and related criminal activity in compliance with applicable law.

2. Consideration

The parties agree to the sum of $1.00 as sufficient consideration.

3. Scope of Work

Developer shall create a proof-of-concept system including data correlation, pattern detection, analytical dashboards, and compliance controls using lawful data sources.

4. Compliance

The System shall align with federal law including the Paperwork Reduction Act, USA PATRIOT Act, and CJIS Security Policy, and shall respect constitutional protections.

5. Data Restrictions

Only lawfully obtained or publicly available data may be used. No unauthorized system access is permitted.

6. Ethical Safeguards

Outputs are investigative leads only and require human review. No mass surveillance or discriminatory profiling is permitted.

7. Intellectual Property

Developer retains ownership of all underlying systems. Agency receives a limited internal-use license.

8. Liability

Developer is not responsible for operational use or investigative outcomes.

9. Term

This Agreement remains in effect for ___ months unless terminated.

10. Confidentiality

Both parties agree to protect sensitive and proprietary information.

11. Independent Contractor

Developer operates as an independent contractor.

12. Governing Law

This Agreement is governed by Massachusetts law and applicable federal law.

13. Entire Agreement

This document constitutes the entire agreement between the parties and supersedes all prior discussions.

14. Future Engagement & Commercialization

In the event the Agency determines that the System demonstrates operational value, the Agency agrees to enter into good faith negotiations with Developer for a production agreement.

Developer shall have a Right of First Negotiation (ROFN) for twelve (12) months.

No third-party engagement for substantially similar systems shall occur without first allowing Developer to submit a proposal.

15. Agency Cooperation

The Agency agrees to provide reasonable cooperation necessary for performance of this Agreement, including coordinating meetings with relevant IT and cybersecurity personnel, providing appropriate system context, and designating a primary point of contact.

All cooperation remains subject to Agency security policies and applicable law.

16. Research Support Budget

The Agency agrees to provide a fixed, not-to-exceed research support budget of $5,000 to Developer for reasonable and necessary expenses incurred in connection with the performance of this Agreement, including but not limited to travel, fuel, and technical materials.

All expenditures shall be documented and, where required by Agency policy, subject to prior approval and applicable procurement procedures.

LAiSON.ORG

Signature: ___________________________
Date: _______________________________

Massachusetts State Police

Signature: ___________________________
Date: _______________________________