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1. Parties: Identification and details of all three parties to the agreement
2. Background: Context of the agreement and relationship between the three parties
3. Definitions and Interpretation: Defined terms and interpretation clauses, including specific tripartite relationship terms
4. Term and Commencement: Duration of the agreement and conditions for commencement
5. Roles and Responsibilities: Detailed description of each party's roles, responsibilities, and obligations
6. Payment Terms: Financial arrangements between the parties, including payment flows and conditions
7. Relationship of Parties: Clear statement of the nature of the relationship between all parties
8. Representations and Warranties: Statements of fact and promises made by each party
9. Default and Consequences: Events of default and resulting consequences for each party
10. Dispute Resolution: Process for resolving disputes between any or all parties
11. Confidentiality: Obligations regarding confidential information sharing and protection
12. Termination: Circumstances and process for termination, including partial termination rights
13. General Provisions: Standard boilerplate clauses including notices, governing law, and execution
1. Service Levels: Include when the agreement involves specific performance metrics or service standards
2. Intellectual Property: Include when IP rights are being created, licensed, or transferred
3. Security Interests: Include when any party is granting security interests or requires PPSA protection
4. Step-In Rights: Include when any party has the right to assume another's responsibilities in certain circumstances
5. Insurance: Include when specific insurance requirements are necessary for the arrangement
6. Data Protection: Include when personal or sensitive data is being handled
7. Force Majeure: Include when protection against unforeseen events is required
8. Anti-Bribery and Corruption: Include for international arrangements or when required by corporate policies
9. Change Control: Include when the arrangement may require formal processes for changes
1. Schedule 1 - Services Description: Detailed description of services or obligations to be performed
2. Schedule 2 - Fee Schedule: Detailed breakdown of all fees, charges, and payment arrangements
3. Schedule 3 - Service Levels: Specific performance metrics and measurement criteria
4. Schedule 4 - Governance: Management structure and decision-making processes
5. Schedule 5 - Key Personnel: Details of key personnel from each party
6. Schedule 6 - Form of Reports: Templates for required reporting between parties
7. Schedule 7 - Security Requirements: Specific security protocols and requirements
8. Appendix A - Contact Details: Contact information for key representatives of each party
9. Appendix B - Execution Formalities: Specific requirements for execution by each party
Applicable Law
Authorised Representative
Business Day
Commencement Date
Confidential Information
Consequential Loss
Default Event
Dispute
Effective Date
Force Majeure Event
Governing Law
GST
Initial Term
Intellectual Property Rights
Interest Rate
Loss
Material Adverse Effect
Notice
Payment Date
Performance Standards
Personal Information
Project
Related Entity
Representatives
Security Interest
Services
Specified Currency
Step-In Rights
Term
Territory
Third Party
Transaction Documents
Tripartite Obligations
Working Hours
Definitions
Term and Duration
Conditions Precedent
Representations and Warranties
Payment Obligations
Performance Obligations
Relationship of Parties
Governance
Risk Allocation
Liability
Indemnification
Insurance
Confidentiality
Intellectual Property
Data Protection
Force Majeure
Default
Termination
Step-In Rights
Assignment and Novation
Dispute Resolution
Notices
Amendment
Waiver
Severability
Entire Agreement
Counterparts
Governing Law
Third Party Rights
Costs and Expenses
GST and Taxation
Security Interests
Compliance with Laws
Anti-Corruption
Record Keeping
Audit Rights
Service Levels
Change Management
Business Continuity
Reporting Requirements
Financial Services
Construction
Infrastructure
Real Estate
Mining
Energy
Healthcare
Technology
Manufacturing
Professional Services
Telecommunications
Transport and Logistics
Legal
Finance
Commercial
Operations
Risk and Compliance
Project Management
Business Development
Corporate Affairs
Procurement
Strategy
Executive Leadership
Legal Counsel
Contract Manager
Commercial Director
Chief Financial Officer
Project Director
Risk Manager
Compliance Officer
Operations Manager
Business Development Manager
General Manager
Chief Executive Officer
Transaction Manager
Partner (Law Firm)
Senior Associate
Company Secretary
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