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1. Parties: Identification and details of the contracting companies
2. Background: Context of the collaboration and brief description of each party's business
3. Definitions: Key terms used throughout the agreement
4. Purpose and Scope: Detailed description of the collaboration objectives and scope of activities
5. Duration and Termination: Term of the agreement, renewal provisions, and termination rights
6. Roles and Responsibilities: Specific duties and obligations of each party
7. Financial Terms: Cost sharing, payment terms, and financial responsibilities
8. Confidentiality: Protection and handling of confidential information
9. Intellectual Property Rights: Ownership and usage rights of pre-existing and newly created IP
10. Liability and Indemnification: Allocation of risks and responsibilities for damages
11. Force Majeure: Provisions for handling unforeseen circumstances
12. Governing Law and Jurisdiction: Confirmation of Swiss law application and dispute resolution mechanism
13. General Provisions: Standard clauses including notices, amendments, and assignment
1. Competition Compliance: Required when collaboration could raise antitrust concerns
2. Staff Exchange: Include when personnel will be shared or exchanged between parties
3. Joint Marketing: Required when collaboration involves shared marketing activities
4. Quality Control: Include for collaborations involving product development or manufacturing
5. Data Protection: Required when significant personal or sensitive data will be shared
6. Insurance: Include when specific insurance coverage is required for the collaboration
7. Export Control: Required for international collaborations involving controlled goods or technology
8. Environmental Compliance: Include for collaborations with environmental impact
1. Project Plan: Detailed timeline and milestones for the collaboration
2. Financial Schedule: Detailed breakdown of costs, investments, and revenue sharing
3. Technical Specifications: Technical details of products or services involved
4. Key Personnel: List of key contacts and their roles from each party
5. Service Levels: Performance metrics and standards
6. Approved Subcontractors: List of pre-approved third parties
7. Background IP: Inventory of pre-existing intellectual property rights
8. Compliance Requirements: Detailed regulatory and compliance obligations
Affiliate
Background IP
Business Day
Collaboration
Collaboration Period
Confidential Information
Collaboration IP
Deliverables
Effective Date
Force Majeure Event
Foreground IP
Intellectual Property Rights
Joint Steering Committee
Key Personnel
Material Breach
Milestones
Project
Project Plan
Project Manager
Purpose
Representatives
Results
Services
Specifications
Territory
Third Party
Working Group
Work Product
Technical Information
Commercially Reasonable Efforts
Completion Date
Competition Laws
Data Protection Laws
Disclosing Party
Receiving Party
Regulatory Approvals
Related Persons
Subcontractor
Term
Recitals
Definitions
Purpose and Scope
Term and Duration
Collaboration Structure
Governance
Project Management
Resource Allocation
Financial Provisions
Payment Terms
Intellectual Property Rights
Confidentiality
Data Protection
Non-Competition
Non-Solicitation
Representations and Warranties
Liability and Indemnification
Insurance
Force Majeure
Termination
Exit Rights
Assignment
Subcontracting
Compliance
Anti-Corruption
Record Keeping
Audit Rights
Dispute Resolution
Governing Law
Jurisdiction
Notices
Entire Agreement
Severability
Amendments
Waiver
Third Party Rights
Costs
Counterparts
Language
Competition Law
Technology
Manufacturing
Healthcare
Financial Services
Education
Research & Development
Professional Services
Industrial
Biotechnology
Software
Telecommunications
Energy
Automotive
Consumer Goods
Media & Entertainment
Legal
Business Development
Finance
Operations
Strategy
Compliance
Risk Management
Commercial
Research & Development
Innovation
Project Management
Corporate Development
Partnerships
Chief Executive Officer
Chief Legal Officer
Legal Counsel
Business Development Director
Chief Financial Officer
Contract Manager
Partnership Manager
Project Director
Operations Director
Chief Technology Officer
Chief Commercial Officer
Risk Manager
Compliance Officer
Strategy Director
Innovation Manager
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