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1. Parties: Identification of all parties to the side agreement (must match or be related to the parties in the main agreement)
2. Background: References to the main agreement, explanation of why the side agreement is needed, and the relationship between the agreements
3. Definitions: Key terms used in the agreement, including references to definitions in the main agreement where applicable
4. Relationship with Main Agreement: Clear statement of how this side agreement relates to and impacts the main agreement
5. Modified/Additional Terms: Specific terms being modified or added to the main agreement
6. Effective Date and Duration: When the side agreement comes into effect and how long it remains valid
7. Confidentiality: Provisions regarding the confidential nature of the side agreement and its terms
8. Governing Law and Jurisdiction: Confirmation of applicable law and courts (should typically match the main agreement)
9. Counterparts and Execution: Provisions for how the agreement can be executed and the validity of counterparts
1. Representations and Warranties: Additional or modified representations specific to the side agreement, used when new commitments are being made
2. Payment Terms: Include when the side agreement involves modifications to financial arrangements
3. Performance Metrics: Used when establishing new or modified performance criteria
4. Dispute Resolution: Include if different from main agreement or if specific dispute mechanisms are needed
5. Third Party Rights: Include when the side agreement affects or creates rights for parties not party to the main agreement
6. Force Majeure: Include when adding or modifying force majeure provisions
7. Termination: Include when the side agreement has separate termination provisions from the main agreement
8. Non-Compete/Non-Solicitation: Include when adding or modifying restrictive covenants
9. Intellectual Property Rights: Include when dealing with IP-related modifications or additions
1. Schedule 1 - Main Agreement Reference: Copy or extract of relevant sections of the main agreement being modified
2. Schedule 2 - Modified Terms Table: Detailed table showing original terms vs. modified terms for clarity
3. Schedule 3 - Additional Obligations: Detailed list of any new obligations or commitments
4. Schedule 4 - Performance Criteria: Detailed metrics or KPIs if applicable
5. Schedule 5 - Payment Schedule: Modified or additional payment terms if applicable
6. Appendix A - Required Approvals: List of any corporate or regulatory approvals required
7. Appendix B - Related Correspondence: Key correspondence or documents referenced in the side agreement
Effective Date
Modified Terms
Original Terms
Parties
Additional Services
Supplementary Obligations
Confidential Information
Related Documents
Applicable Law
Business Day
Force Majeure Event
Intellectual Property Rights
Material Breach
Performance Criteria
Relevant Period
Specified Purpose
Territory
Working Hours
Authorized Representatives
Completion Date
Dispute
Extended Term
Good Industry Practice
Implementation Schedule
Key Personnel
Modification Period
Payment Terms
Quality Standards
Related Party
Special Conditions
Termination Date
Variation
Relationship to Main Agreement
Modifications to Original Terms
Additional Terms
Duration
Consideration
Performance Obligations
Payment Terms
Confidentiality
Representations and Warranties
Indemnification
Force Majeure
Change Control
Assignment and Novation
Termination
Dispute Resolution
Notices
Entire Agreement
Severability
Waiver
Amendment
Further Assurance
Counterparts
Third Party Rights
Costs
Governing Law
Jurisdiction
Manufacturing
Information Technology
Financial Services
Healthcare
Real Estate
Telecommunications
Retail
Energy
Construction
Professional Services
Automotive
Pharmaceuticals
Media and Entertainment
Education
Logistics
Legal
Finance
Commercial
Procurement
Operations
Risk and Compliance
Business Development
Sales
Corporate Affairs
Project Management
Account Management
Legal Counsel
Contract Manager
Business Development Manager
Chief Financial Officer
Chief Executive Officer
Commercial Director
Procurement Manager
Project Manager
Operations Director
Risk Manager
Compliance Officer
General Manager
Account Manager
Sales Director
Corporate Secretary
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