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1. Parties: Identification and details of the contracting parties, including registered addresses and company details
2. Background: Context of the collaboration and brief description of each party's business and objectives
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Collaboration: Detailed description of the business collaboration's scope, objectives, and intended outcomes
5. Rights and Obligations: Core responsibilities and rights of each party in the collaboration
6. Financial Terms: Financial arrangements, including cost sharing, revenue sharing, and payment terms
7. Intellectual Property Rights: Ownership and usage rights of pre-existing and newly created IP
8. Confidentiality: Obligations regarding confidential information and trade secrets
9. Term and Termination: Duration of the agreement and circumstances for termination
10. Liability and Indemnification: Allocation of risks and responsibilities between parties
11. Force Majeure: Provisions for unforeseen circumstances preventing performance
12. Governing Law and Jurisdiction: Confirmation of Swiss law application and jurisdiction
13. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments
1. Non-Competition: Include when parties need to agree not to compete in specific markets or with specific products
2. Data Protection: Required when collaboration involves processing of personal data
3. Quality Standards: Include when collaboration involves product development or service delivery
4. Marketing and Branding: Include when parties need to agree on joint marketing efforts or brand usage
5. Insurance: Include when specific insurance coverage is required for the collaboration
6. Personnel and Secondment: Include when staff will be shared or seconded between parties
7. Exclusivity: Include when parties agree to work exclusively with each other in specific areas
8. Compliance: Include when specific regulatory compliance requirements need to be addressed
1. Schedule 1 - Service Levels: Detailed performance metrics and service level requirements
2. Schedule 2 - Financial Terms: Detailed breakdown of financial arrangements, pricing, and payment schedules
3. Schedule 3 - Technical Specifications: Technical requirements and specifications for products or services
4. Schedule 4 - Project Timeline: Detailed timeline and milestones for the collaboration
5. Schedule 5 - Authorized Representatives: List of key contacts and authorized representatives from each party
6. Appendix A - Data Processing Agreement: Detailed terms for handling personal data if required
7. Appendix B - Brand Guidelines: Guidelines for use of parties' brands and marketing materials
8. Appendix C - Compliance Requirements: Specific regulatory or industry compliance requirements
Affiliate
Background IP
Business Day
Collaboration
Collaboration Period
Confidential Information
Collaboration IP
Deliverables
Effective Date
Force Majeure Event
Foreground IP
Intellectual Property Rights
Key Personnel
Material Breach
Objectives
Project
Project Plan
Representatives
Services
Specification
Territory
Trade Secrets
Working Hours
Change Control
Collaboration Committee
Completion Date
Costs
Data Protection Laws
Disclosing Party
Receiving Party
Good Industry Practice
Milestones
Performance Standards
Project Manager
Quality Standards
Regulatory Requirements
Revenue
Swiss Law
Term
Definitions
Scope of Collaboration
Term and Duration
Rights and Obligations
Financial Provisions
Intellectual Property
Confidentiality
Data Protection
Non-Competition
Non-Solicitation
Warranties and Representations
Liability and Indemnification
Force Majeure
Termination
Exit Provisions
Assignment and Subcontracting
Notice Requirements
Dispute Resolution
Governing Law and Jurisdiction
Entire Agreement
Severability
Amendments
Waiver
Quality Standards
Compliance
Insurance
Record Keeping
Audit Rights
Personnel
Marketing and Branding
Exclusivity
Change Control
Performance Standards
Project Management
Risk Allocation
Regulatory Compliance
Business Ethics
Force Majeure
Boilerplate Provisions
Technology and Software
Manufacturing
Professional Services
Healthcare and Life Sciences
Financial Services
Retail and Consumer Goods
Telecommunications
Energy and Utilities
Research and Development
Education and Training
Logistics and Supply Chain
Media and Entertainment
Legal
Business Development
Corporate Development
Operations
Finance
Compliance
Risk Management
Strategy
Commercial
Project Management
Chief Executive Officer
Chief Legal Officer
Business Development Director
Partnership Manager
Legal Counsel
Contract Manager
Chief Operations Officer
Chief Financial Officer
Project Manager
Commercial Director
Strategy Director
Risk Manager
Compliance Officer
General Counsel
Corporate Development Manager
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