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1. Parties: Identification and details of all parties entering into the agreement
2. Background: Context of the cooperation and brief description of each party's business and reasons for cooperation
3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation
4. Scope of Cooperation: Detailed description of the areas and nature of cooperation between the parties
5. Duration and Term: Period of the agreement, including commencement date and termination provisions
6. Obligations of the Parties: Specific responsibilities and commitments of each party under the agreement
7. Financial Arrangements: Terms relating to cost sharing, payment arrangements, and financial responsibilities
8. Confidentiality: Provisions regarding the protection and handling of confidential information
9. Intellectual Property Rights: Management and ownership of IP created during the cooperation
10. Data Protection: GDPR compliance and data handling requirements
11. Liability and Indemnification: Allocation of risks and responsibilities for losses or damages
12. Force Majeure: Provisions for handling events beyond parties' reasonable control
13. Termination: Circumstances and procedures for ending the agreement
14. Governing Law and Jurisdiction: Specification of Irish law as governing law and jurisdiction for disputes
15. General Provisions: Standard boilerplate clauses including notices, entire agreement, and amendments
1. Non-Competition: Required when parties need to agree not to compete in specific areas or markets
2. Personnel Exchange: Include when cooperation involves staff exchanges or secondments
3. Quality Standards: Necessary when cooperation involves product development or service delivery standards
4. Marketing and Branding: Include when cooperation involves joint marketing or brand usage
5. Insurance: Required when cooperation involves significant operational risks or regulatory requirements
6. Dispute Resolution: Optional detailed procedures for handling disputes, including mediation or arbitration
7. Compliance with Laws: Detailed compliance obligations when operating in regulated industries
8. Environmental Standards: Include when cooperation involves environmental impacts or sustainability commitments
9. Parent Company Guarantees: Required when financial guarantees from parent companies are needed
1. Schedule 1 - Services or Products: Detailed description of services or products involved in the cooperation
2. Schedule 2 - Financial Terms: Detailed breakdown of financial arrangements, pricing, and payment terms
3. Schedule 3 - Key Personnel: List of key contacts and responsible personnel from each party
4. Schedule 4 - Technical Specifications: Technical requirements and specifications for any products or services
5. Schedule 5 - Service Levels: Performance metrics and service level requirements
6. Schedule 6 - Implementation Plan: Timeline and milestones for implementing the cooperation
7. Appendix A - Data Processing Agreement: Detailed GDPR-compliant data processing terms
8. Appendix B - Compliance Requirements: Specific regulatory or compliance requirements
9. Appendix C - Brand Guidelines: Guidelines for use of parties' brands and marketing materials
Agreement
Background IP
Business Day
Business Hours
Commencement Date
Confidential Information
Cooperation Period
Cooperation Project
Data Protection Legislation
Deliverables
Disclosing Party
Effective Date
Force Majeure Event
Foreground IP
Governing Law
Initial Term
Intellectual Property Rights
Key Personnel
Material Breach
Parties
Personal Data
Project Manager
Project Plan
Receiving Party
Representatives
Services
Steering Committee
Strategic Objectives
Territory
Third Party
Working Group
Project Milestones
Collaboration Areas
Dispute
Good Industry Practice
Joint Steering Committee
Know-How
Project Budget
Quality Standards
Renewal Period
Resources
Shared Information
Technical Information
Term
Definitions
Scope of Cooperation
Term and Duration
Obligations of the Parties
Project Management
Resource Allocation
Financial Provisions
Intellectual Property Rights
Confidentiality
Data Protection
Personnel
Non-Competition
Non-Solicitation
Representations and Warranties
Liability and Indemnification
Insurance
Force Majeure
Termination
Consequences of Termination
Assignment and Subcontracting
Compliance with Laws
Anti-Bribery and Corruption
Dispute Resolution
Notices
Severability
Entire Agreement
Variation
Waiver
Third Party Rights
Counterparts
Governing Law and Jurisdiction
Costs
Further Assurance
Announcement and Publicity
Record Keeping
Audit Rights
Quality Control
Health and Safety
Environmental Compliance
Technology
Manufacturing
Healthcare
Education
Financial Services
Professional Services
Research and Development
Biotechnology
Renewable Energy
Construction
Agriculture
Retail
Transportation
Telecommunications
Media and Entertainment
Legal
Business Development
Operations
Strategy
Finance
Research and Development
Commercial
Compliance
Risk Management
Corporate Affairs
Project Management
Innovation
Partnerships
Chief Executive Officer
Managing Director
Chief Legal Officer
Legal Counsel
Business Development Director
Chief Operating Officer
Partnership Manager
Commercial Director
Project Manager
Contract Manager
Head of Strategy
Chief Financial Officer
Research Director
Innovation Manager
Operations Manager
Compliance Officer
Risk Manager
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