The Corridor

A US-India SoW has to hold up in two legal systems. Most are written for one.

When a US founder hires an Indian dev shop, the SoW is the document that governs everything that follows: what gets built, who owns it, when money moves, what happens when something breaks. It reads fine in English. Then something goes wrong, and the gaps show up. IP that never actually transferred under Indian law. Milestones with no staging proof behind them. Payment terms that ignore FEMA and FIRC entirely.

Worql drafts the SoW that holds up on both sides. Free, in about five minutes.

Failure modes

What actually breaks

The gap isn’t talent. It’s that the contract assumes one jurisdiction while the work happens across two. Three places that fails:

IP that doesn’t transfer.

A US-drafted assignment clause says all work product belongs to the client. Under US law that often holds. Under the Indian Copyright Act, a bare assignment without the specific language the Act requires can leave the developer holding rights the founder thought they’d bought. Worql writes the assignment so it transfers under the law that actually governs the person writing the code.

Payments that can’t be reconciled.

Net-30 from a US entity to an Indian contractor sounds simple. But the payment clears under FEMA, and the Indian side needs a FIRC to prove it was a legitimate inbound software-export payment. SoWs that ignore this create reconciliation problems months later, usually right when the relationship is otherwise going well. Worql builds the payment and documentation mechanics in from the start.

Milestones that mean nothing in a dispute.

“Milestone 2: backend complete” is unenforceable. Complete by whose definition, proven how? Worql ties milestones to staging evidence and acceptance criteria, and defaults disputes to SIAC arbitration instead of a courtroom neither party wants to be in.

The clause set

What’s in the document

A Worql SoW is built from a clause library written for one thing: software work flowing from the US to India. Every SoW includes:

  • Indian Copyright Act IP assignment that actually transfers
  • DPDP-aware data handling where the engagement touches personal data
  • FEMA-compliant payment mechanics with FIRC documentation in mind
  • W-8BEN-E withholding mechanics in the right place
  • SIAC arbitration as the default forum
  • Milestones tied to staging proof and acceptance criteria

Change orders and multi-party engagements are on the way and not finished yet.

Method

How it’s built

Worql isn’t a generic template with the country names swapped.

The clause library is corridor-specific and assembled clause by clause for the US-India software relationship, not adapted from a domestic US agreement. The drafting runs through a multi-stage pipeline so the output is a coherent contract, not a pile of stitched-together paragraphs.

The clause library is being reviewed by Indian counsel before launch.

Origin

Who built it

Built by someone who has sat on both sides.

Worql was built by a founder who has hired offshore engineering teams from the US and run engineering from inside India. The clause library is the contract he wishes someone had handed him on day one. That’s the whole reason the document treats both jurisdictions as real instead of pretending one of them doesn’t exist.

Direction

Where this is going

Today Worql drafts SoWs. The longer aim is to become trust and compliance infrastructure for the US-India software corridor: verified counterparties, milestone escrow, and the financial layer that sits on top. That’s the direction. The SoW is the start.