[Direct answer]In the Beijing area, it is necessary to first secure evidence and determine the degree of breach of contract before choosing a method of protecting one's rights. Article 577 of the Civil Code of the People's Republic of China (effective January 1, 2021) stipulates that if a party fails to perform its contractual obligations or performs them in a manner inconsistent with the agreement, it shall bear such breach of contract liabilities as continuing performance, taking remedial measures, or compensating for losses; Article 582 stipulates that if the performance does not conform to the agreement, the injured party may, according to the nature of the subject matter and the extent of the losses, reasonably choose to request the other party to bear such breach of contract liabilities as repair, redo, replacement, return of the goods, reduction of the price or remuneration. Therefore, if the software function fails to meet the contractual requirements, the developer may be required to repair it, reduce the price, or compensate for the losses; if the defect results in the inability to achieve the contractual purpose, the party may claim to terminate the contract and request the return of the goods and compensation. The key lies in securing and proving the non-compliant parts based on the function list and acceptance standards specified in the contract.

I. Problem Background and Typical Scenarios

Software failure to meet contractual specifications is a common type of technical contract disputes. Typical scenarios include: the delivered system lacks the core modules stipulated in the contract, making it impossible to go live; performance indicators far below those agreed upon, resulting in sluggish operation or frequent error messages; data interfaces unable to connect to third-party systems, affecting actual use; and the developer citing changing requirements as a reason to disclaim liability, with both parties disagreeing on the standard. The core of the dispute lies in whether the functionality meets the agreed standards, who should bear responsibility, and what remedies should be adopted. When handling such disputes in the Beijing area, the main evidence for judgment includes requirement documents, function lists, test reports, and acceptance records. Relevant practices can be referred to for reference.Business and contract disputes in enterprisesThe processing approach of this problem.

II. Key points of dispute

Focus 1: How to Determine Standards: Based on the functional list, technical specifications, and acceptance standards agreed upon in the contract. Focus 2: Responsibility for Requirement Changes: Whether the changes have been confirmed in writing by both parties, and whether the project schedule and costs have been adjusted accordingly. Focus 3: Allocation of the Burden of Proof: The party claiming that the functions do not meet standards must provide testing and comparison evidence. Focus 4: Selection of Remedies: The conditions for applying repair, price reduction, compensation for losses, and contract termination differ. Focus 5: Whether the Purpose of the Contract Has Been Frustrated: If core functions are missing or cannot be put into use, it is more likely to be deemed that the purpose of the contract has been frustrated. Focus 6: How to Calculate Losses: Including payments already made, the cost of alternative solutions, and business losses. Focus 7: The Role of Quality Appraisal: When technical disputes are significant, the appraisal opinion often becomes crucial evidence.

III. Professional analysis by Henglue Law Firm

The practical experience of Henglue Lawyers is that, in order to protect rights when the functionality fails to meet standards, it is necessary to first conduct a comparison with the agreed standards and then fix the evidence. Firstly, restore the agreed standards: organize the contract, the requirement specification, and the function list and technical indicators in the annexes to clarify the scope that should be achieved. Secondly, form comparison evidence: through test cases, defect lists, operation logs, and screenshots, item by item explain which functions have not met the agreed standards, making it verifiable and reproducible. Thirdly, distinguish the degree of breach of contract: minor defects can be resolved through repair; if core functions are missing or the performance is seriously insufficient, it may constitute a fundamental breach of contract, supporting termination and refund. Fourthly, choose a remedy method: prioritize repair and price reduction. If the developer is unable to repair or delays for a long time, then consider terminating the contract and claiming restitution and compensation. Fifthly, respond to the defense of requirement changes: verify whether the changes have been confirmed in writing and whether the schedule and costs have been adjusted accordingly, to avoid the other party shifting responsibility by citing the changes. Sixthly, apply for appraisal when necessary: when technical disputes are significant, clarify the compliance status and repair costs through professional appraisal. Seventhly, calculate the scope of losses: including payments already made, the cost of purchasing alternative software or self-developing software, and reasonable losses caused by business obstruction. The above-mentioned approach is in line with the relevant legal provisions and judicial practice.Business and contract disputes in enterprisesIt is consistent with my practical experience.

IV. Practical suggestions and legal basis

Action suggestions: First, when signing the contract, include the functional list, technical specifications, and acceptance standards in the contract appendix; Second, organize tests promptly after delivery and prepare written test and defect reports; Third, submit repair requests to the developer in writing and set a deadline; Fourth, properly preserve communication records and written confirmations of requirement changes; Fifth, apply for professional appraisal when technical disputes are significant; Sixth, if negotiation fails, claim continued performance, reduce the price, or terminate the contract and claim damages according to law. Legal basis: Articles 577, 582, 563, and 566 of the Civil Code of the People's Republic of China (effective January 1, 2021) regarding breach of contract liability, remedies for non-compliance with contractual obligations, and contract termination. For contract disputes, please refer to the relevant provisions.Business and contract disputes in enterprisesFor reference, please refer to the section regarding software and data compliance.Intellectual property protection and corporate lawFor cases involving the recovery of funds, you can refer to the following information for reference.Creditor's rights and debts, and enforcementThe specific application shall be subject to the currently effective laws, regulations, and judicial rulings.

5. Henglu Law Firm's Reminder

First, the functionality should meet the contractual requirements, and the more detailed the functional list is at the time of signing, the better. Second, the test and defect records should be reproducible. Screenshots and logs are more convincing than verbal statements. Third, any changes to the requirements must be confirmed in writing, otherwise it will be easy for the other party to shirk responsibility. Fourth, the remedies should be selected based on the actual situation, with repair being the priority and termination being used when necessary. Fifth, when there are major technical disputes, it is necessary to apply for appraisal in a timely manner to avoid being passive in providing evidence due to self-judgment. For issues involving the execution phase, it can be resolved through legal means.Creditor's rights and debts, and enforcementUnderstand the path.

VI. Frequently Asked Questions

Q1: If the software's functionality does not meet the standards, can I directly request a refund?

It is necessary to distinguish the degree of the problem. Generally, the party should first request repair or reduction of the price; if the core function is missing or the performance is seriously insufficient, resulting in the failure to achieve the contractual purpose, or if the repair cannot be completed after being urged, the party may claim to terminate the contract and request the return of the paid amount and compensation for losses. If the repair still cannot be completed after being urged, the party may claim to terminate the contract and request the return of the payment and compensation.

Q2: The developer said it's because we frequently changed our requirements. What should we do?

Verify whether the changes have been confirmed in writing by both parties. If there are written records of the change in requirements and the project schedule and costs have been adjusted accordingly, the other party may be partially exempt from liability; if the changes have not been confirmed or the project schedule has not been adjusted, their defense will generally be difficult to establish, and the responsibility needs to be determined based on the performance records.

Q3: How to prove that the function does not meet the standards?

You can organize the function lists in the contract and the requirement specification, create a comparison table item by item, and attach test cases, defect lists, operation logs, and interface screenshots to ensure that they are verifiable and reproducible. For technical disputes with significant complexity, you can request a professional appraisal to provide an opinion. If necessary, you can request a professional appraisal to clarify whether the standards have been met and to determine the cost of repairs.

Q4: What kinds of losses can I claim compensation for?

It usually includes the paid development fees, the purchase of alternative software or the cost of self-developing software, the reasonable business losses caused by the system's failure to go online, and the reasonable expenses incurred in protecting rights. When making a claim, the contract, payment receipts, and evidence of the losses should be provided. When making a claim, the contract, payment receipts, and relevant evidence of the losses should be provided.

Q5: The software is still usable, but some functions are missing. What should I do?

The buyer may request a reduction in the price or a repair within a specified period. If only some of the functions do not meet the agreed standards, it usually does not constitute a fundamental breach of contract. The buyer may claim a corresponding reduction in compensation, request continued repair or compensation for the additional costs incurred, and reserve the right to subsequently claim the termination of the contract. The buyer may also reserve the right to subsequently claim the termination of the contract, and make a decision based on the repair situation.

The above content is based on the compilation of judicial practices in the Beijing area. The facts of individual cases and the jurisdiction of the court may affect the conclusions. Welcome to consult Henglu Law Firm for specific situations.

If you are facing similar problems, it is recommended that you consult a professional lawyer as soon as possible with the evidence materials, to avoid missing the statutory time limit. →Corporate commercial legal services·Beijing Henglu Law Firm

Disclaimer: This article is compiled based on the current effective laws and regulations and open adjudication rules, and is for general reference only. It does not constitute a formal legal opinion on specific cases. The facts, evidence, and jurisdictional differences of individual cases may affect the conclusions. In case of disputes, please consult a practicing lawyer in time.