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1. Parties: Identification and details of all joint venture partners
2. Background: Context of the joint venture and parties' intentions
3. Definitions and Interpretation: Definitions of key terms and interpretation rules
4. Purpose and Scope: Detailed description of joint venture's objectives and scope of activities
5. Duration: Term of the joint venture, including commencement date and any renewal provisions
6. Contributions: Details of each party's contributions (capital, assets, resources, expertise)
7. Management and Control: Decision-making processes, voting rights, and management structure
8. Financial Arrangements: Profit sharing, losses, accounting principles, and financial management
9. Operational Requirements: Day-to-day operations, business planning, and reporting requirements
10. Intellectual Property Rights: Ownership, usage rights, and protection of IP
11. Confidentiality: Protection and handling of confidential information
12. Non-Competition: Restrictions on competitive activities during and after the venture
13. Termination: Grounds for termination and consequences
14. Dispute Resolution: Procedures for resolving disputes between parties
15. Governing Law: Specification of Austrian law as governing law and jurisdiction
16. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Employee Matters: Required when the joint venture involves staff transfers or shared employees
2. Environmental Compliance: Necessary for ventures involving environmental impacts or regulations
3. Insurance: Detailed insurance requirements when significant operational risks exist
4. Data Protection: Required when personal data processing is involved
5. Anti-Corruption Compliance: Important for international ventures or public sector involvement
6. Force Majeure: Particularly relevant for ventures with significant operational dependencies
7. Parent Company Guarantees: Required when additional financial security is needed
8. Exit Strategy: Detailed procedures for party exit when complex ownership structures exist
9. Marketing and Branding: Necessary when joint venture involves shared branding or marketing activities
1. Business Plan: Detailed business objectives, strategies, and financial projections
2. Contribution Schedule: Detailed list and valuation of each party's contributions
3. Financial Model: Detailed financial projections and assumptions
4. Management Structure: Organizational chart and management responsibilities
5. Key Performance Indicators: Metrics for measuring joint venture performance
6. Initial Budget: Detailed budget for first operational period
7. Intellectual Property Register: List of IP rights contributed or created
8. Service Level Agreements: Detailed service requirements between parties
9. Compliance Procedures: Detailed compliance and reporting procedures
10. Form of Shareholder Resolution: Template for formal partner decisions
Affiliate
Annual Budget
Applicable Law
Austrian GAAP
Business
Business Day
Business Plan
Change of Control
Commencement Date
Confidential Information
Contribution
Control
Deadlock
Default Event
Effective Date
Encumbrance
Exercise Notice
Fair Market Value
Financial Year
Force Majeure Event
Intellectual Property Rights
Joint Venture
Joint Venture Committee
Key Performance Indicators
Management Committee
Material Adverse Change
Non-Compete Period
Operating Budget
Operating Procedures
Parent Company
Parties
Pre-emptive Right
Project
Quarter
Related Party Transaction
Relevant Competition Authority
Reserved Matters
Senior Management
Service Level Agreement
Shareholders
Strategic Plan
Subsidiary
Tag-Along Right
Territory
Third Party
Transfer
Venture Assets
Venture Interest
Working Capital
Formation of Joint Venture
Purpose and Scope
Duration
Capital Contributions
Additional Funding
Management Structure
Decision Making
Reserved Matters
Business Planning
Financial Matters
Profit Distribution
Accounting and Reporting
Banking Arrangements
Intellectual Property Rights
Confidentiality
Non-Competition
Non-Solicitation
Information Rights
Transfer Restrictions
Change of Control
Deadlock Resolution
Default
Force Majeure
Termination
Consequences of Termination
Exit Mechanisms
Anti-Corruption
Data Protection
Environmental Compliance
Health and Safety
Employment Matters
Insurance
Representations and Warranties
Indemnification
Dispute Resolution
Governing Law
Notices
Assignment
Amendments
Severability
Entire Agreement
Third Party Rights
Costs
Counterparts
Technology
Manufacturing
Real Estate Development
Research and Development
Energy
Infrastructure
Healthcare
Telecommunications
Financial Services
Construction
Agriculture
Automotive
Mining and Natural Resources
Education
Retail
Legal
Corporate Development
Finance
Operations
Business Development
Strategy
Commercial
Risk and Compliance
Mergers and Acquisitions
International Business
Project Management
Partnership Management
Chief Executive Officer
Chief Legal Officer
Chief Financial Officer
Chief Operating Officer
Legal Counsel
Corporate Lawyer
Business Development Director
Project Manager
Contract Manager
Partnership Manager
Investment Director
Head of Strategy
Commercial Director
Risk Manager
Compliance Officer
Joint Venture Manager
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