Software outsourcing is a process in which part of the work is outsourced to the other organizations by contract. The contract, core of the process, forms the basis of cooperation work. The content of the contract and cooperative mechanism determine whether the development can proceed successfully or if the software can meet the demand. By analyzing the process of contract-driven outsourcing cooperation development, this paper points out that the cooperation according with the contract is the prerequisite and basis of cooperation process. The crux of the problem in software outsourcing is how to share the vision and how to achieve effective engagement. In addition, this paper depicts the major contents of the structured contract and, with the application of the token ring, provides us with a process of software outsourcing development. Furthermore, solutions are offered to solve the problems about authority control, contractbased development and inconsistency avoidance.