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Long Term Partnering Agreement
"I need a Long Term Partnering Agreement between an Austrian software development company and a German cloud services provider, focusing on joint development of AI solutions, with specific provisions for IP sharing and data protection compliance, planned to commence March 1, 2025."
1. Parties: Identification and details of the contracting parties
2. Background: Context of the agreement and parties' intentions
3. Definitions and Interpretation: Key terms and interpretation rules
4. Partnership Scope and Objectives: Detailed description of partnership purpose and goals
5. Duration and Term: Agreement duration, renewal terms, and key dates
6. Partnership Principles: Core principles governing the collaboration
7. Obligations of the Parties: Key responsibilities and commitments of each party
8. Financial Terms: Cost sharing, revenue allocation, and financial arrangements
9. Performance Metrics: Key performance indicators and measurement criteria
10. Operational Framework: Day-to-day operations and management procedures
11. Communication and Reporting: Communication protocols and reporting requirements
12. Confidentiality: Protection and handling of confidential information
13. Data Protection: GDPR compliance and data handling procedures
14. Liability and Indemnification: Risk allocation and liability provisions
15. Force Majeure: Handling of unforeseen circumstances
16. Termination: Termination grounds and procedures
17. Post-Termination Obligations: Obligations surviving termination
18. Dispute Resolution: Dispute handling procedures and jurisdiction
19. General Provisions: Standard boilerplate clauses including notices, amendments, etc.
1. Intellectual Property Rights: Required when partnership involves creation or sharing of IP
2. Non-Competition: Include when parties need to restrict competitive activities
3. Governance Structure: For complex partnerships requiring specific management structures
4. Change Management: For partnerships requiring formal processes for changes
5. Resource Allocation: When specific resources need to be committed
6. Quality Standards: For partnerships involving product/service delivery
7. Compliance Requirements: For heavily regulated industries
8. Insurance Requirements: When specific insurance coverage is needed
9. Environmental Standards: For partnerships with environmental impact
10. Social Responsibility: When CSR commitments are part of partnership
1. Schedule 1 - Services/Deliverables: Detailed description of services or deliverables
2. Schedule 2 - Financial Terms: Detailed pricing, payment terms, and financial models
3. Schedule 3 - KPIs: Detailed performance metrics and measurement methods
4. Schedule 4 - Governance Structure: Detailed management and decision-making procedures
5. Schedule 5 - Technical Requirements: Technical specifications and standards
6. Schedule 6 - Contact Details: Key contacts and communication protocols
7. Schedule 7 - Implementation Plan: Timeline and milestones for partnership implementation
8. Appendix A - Form of Reports: Templates for required reports
9. Appendix B - Compliance Checklist: Required compliance measures and documentation
10. Appendix C - Change Request Form: Template for requesting and documenting changes
Authors
Applicable Law
Austrian Law
Background IP
Business Day
Business Hours
Change Request
Commencement Date
Confidential Information
Contract Year
Control
Dispute
Effective Date
Force Majeure Event
Foreground IP
Governance Board
Initial Term
Intellectual Property Rights
Key Performance Indicators
Key Personnel
Material Breach
Partnership
Partnership Manager
Partnership Objectives
Party/Parties
Performance Metrics
Personal Data
Project
Project Plan
Quality Standards
Quarter
Renewal Term
Representatives
Resources
Review Meeting
Schedules
Services
Steering Committee
Strategic Plan
Term
Territory
Third Party
Working Group
Recitals
Definitions
Partnership Scope
Duration
Partnership Principles
Mutual Obligations
Financial Terms
Performance Requirements
Operational Management
Resource Allocation
Governance Structure
Decision Making
Change Management
Quality Standards
Communication
Reporting Requirements
Personnel
Intellectual Property
Confidentiality
Data Protection
Competition Restrictions
Exclusivity
Risk Allocation
Liability
Indemnification
Insurance
Force Majeure
Compliance
Anti-Corruption
Environmental Standards
Social Responsibility
Audit Rights
Assignment
Subcontracting
Notices
Amendments
Termination
Exit Management
Post-Termination Obligations
Dispute Resolution
Governing Law
Jurisdiction
Entire Agreement
Severability
Waiver
Third Party Rights
Counterparts
Manufacturing
Technology
Healthcare
Automotive
Energy
Telecommunications
Financial Services
Research and Development
Education
Professional Services
Construction
Logistics
Retail
Agriculture
Environmental Services
Legal
Commercial
Operations
Finance
Strategy
Business Development
Procurement
Risk Management
Compliance
Corporate Development
Project Management
Partnership Management
Research and Development
Supply Chain
Chief Executive Officer
Chief Operating Officer
Chief Financial Officer
General Counsel
Legal Director
Commercial Director
Head of Strategy
Head of Partnerships
Business Development Director
Operations Manager
Project Manager
Procurement Manager
Risk Manager
Compliance Officer
Contract Manager
Partnership Coordinator
Strategic Alliance Manager
Corporate Development Manager
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