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1. Parties: Identification of the contracting parties, which must match exactly with the parties in the main agreement
2. Background: Reference to the main agreement, including its date and purpose, and explanation of why this side agreement is needed
3. Definitions: Key terms used in the side agreement, incorporating definitions from the main agreement by reference and adding any new definitions
4. Relationship to Main Agreement: Explicit statement of how this side agreement relates to and interacts with the main agreement
5. Scope of Modification: Specific details of what aspects of the main agreement are being modified, supplemented, or clarified
6. Implementation: Practical aspects of how the modifications will be carried out
7. Duration: Period for which the side agreement is valid, aligned with the main agreement's term
8. Confidentiality: Provisions regarding the confidential treatment of the side agreement's existence and contents
9. Governing Law and Jurisdiction: Confirmation that German law applies and specification of jurisdiction for disputes
1. Representations and Warranties: Additional representations specific to the subject matter of the side agreement, used when new commitments are being made
2. Financial Provisions: Include when the side agreement involves modifications to payment terms or introduces new financial obligations
3. Reporting Requirements: Used when the side agreement introduces specific reporting or notification obligations
4. Third Party Rights: Include when the modifications might affect rights of third parties mentioned in the main agreement
5. Force Majeure: Include when the side agreement introduces new obligations that might be affected by force majeure events
6. Insurance: Used when the modifications require additional or modified insurance coverage
7. Step-In Rights: Include when the side agreement modifies or introduces rights to step in and take over certain obligations
1. Schedule 1 - Marked-up Main Agreement: Shows the specific clauses of the main agreement that are being modified, with tracked changes
2. Schedule 2 - Timeline: Implementation timeline for the modifications introduced by the side agreement
3. Schedule 3 - Modified Commercial Terms: Detailed breakdown of any modified commercial or financial terms
4. Appendix A - Authorization Documents: Copies of corporate approvals or other authorizations specific to the side agreement
5. Appendix B - Technical Specifications: Any modified or new technical requirements introduced by the side agreement
Effective Date
Modified Terms
Original Terms
Implementation Date
Modification Period
Parties
Additional Services
Modified Obligations
Transition Period
Related Agreements
Amended Provisions
Implementation Plan
Modification Notice
Compliance Date
Modified Schedule
Existing Rights
New Terms
Reference Date
Supplementary Obligations
Connected Agreements
Modification Documents
Original Provisions
Variation Period
Affected Clauses
Relationship to Main Agreement
Scope of Modification
Duration
Implementation
Confidentiality
Governing Law
Jurisdiction
Notices
Entire Agreement
Severability
Assignment
Amendments
Third Party Rights
Costs
Force Majeure
Compliance with Laws
Representations and Warranties
Termination
Survival
Language
Counterparts
Written Form Requirement
Good Faith
Manufacturing
Technology
Financial Services
Construction
Energy
Telecommunications
Healthcare
Real Estate
Automotive
Professional Services
Retail
Logistics
Legal
Commercial
Finance
Procurement
Operations
Compliance
Risk Management
Business Development
Project Management
Corporate Affairs
Legal Counsel
Contract Manager
Commercial Director
Chief Financial Officer
Business Development Manager
Procurement Manager
Operations Director
Project Manager
Compliance Officer
Risk Manager
General Counsel
Managing Director
Chief Operating Officer
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