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Development Partnership Agreement
"I need a Development Partnership Agreement for a joint venture between our Philippine tech company and a Singapore-based AI developer, starting March 2025, focusing on developing healthcare software with shared IP rights and revenue splitting."
1. Parties: Identification and details of the parties entering into the development partnership
2. Background: Context of the partnership, including the purpose and objectives of the collaboration
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Partnership: Detailed description of the partnership's scope, including development objectives and project parameters
5. Roles and Responsibilities: Specific duties and obligations of each partner
6. Term and Timelines: Duration of the partnership and key project milestones
7. Financial Terms: Financial contributions, cost sharing, and revenue distribution arrangements
8. Intellectual Property Rights: Ownership and usage rights of existing and newly developed IP
9. Confidentiality: Protection and handling of confidential information
10. Governance Structure: Decision-making processes and management structure of the partnership
11. Representations and Warranties: Standard representations and warranties from each party
12. Termination: Conditions and processes for termination of the agreement
13. Dispute Resolution: Procedures for resolving disputes between partners
14. General Provisions: Standard boilerplate clauses including notices, amendments, and governing law
1. Force Majeure: Provisions for unforeseen circumstances preventing performance - include if project involves physical development or long-term commitments
2. Data Protection: Specific provisions for handling personal and sensitive data - include if project involves data processing
3. Environmental Compliance: Environmental obligations and commitments - include if project has environmental impacts
4. Local Content Requirements: Provisions for local resource utilization - include if required by Philippine regulations or project specifications
5. Insurance: Insurance requirements and obligations - include if project involves significant operational risks
6. Anti-Corruption Compliance: Specific anti-corruption provisions - include if dealing with government entities or public sector
7. Change Control: Procedures for managing changes to project scope - include for complex development projects
8. Step-In Rights: Rights to take over partner's responsibilities - include for critical development projects
1. Project Plan: Detailed project timeline, milestones, and deliverables
2. Financial Model: Detailed financial projections and cost structures
3. Technical Specifications: Technical requirements and specifications for the development work
4. Service Levels: Performance metrics and service level requirements
5. Governance Procedures: Detailed procedures for partnership management and decision-making
6. Personnel: Key personnel assignments and responsibilities
7. Background IP: List of pre-existing intellectual property brought to the partnership
8. Form of Reports: Templates and requirements for project reporting
9. Compliance Requirements: Detailed regulatory and compliance requirements under Philippine law
Authors
Applicable Law
Background IP
Business Day
Commencement Date
Confidential Information
Development Activities
Development Costs
Development Period
Development Plan
Development Rights
Deliverables
Effective Date
Force Majeure Event
Foreground IP
Good Industry Practice
Governmental Authority
Initial Term
Intellectual Property Rights
Joint Development Committee
Key Performance Indicators
Material Breach
Milestones
Partnership Assets
Partnership Interest
Partnership Property
Parties
Project
Project Manager
Project Site
Quality Standards
Related Entities
Representatives
Services
Specifications
Steering Committee
Technical Documentation
Term
Territory
Third Party
Work Product
Definitions
Partnership Formation
Scope of Partnership
Partner Contributions
Roles and Responsibilities
Development Obligations
Project Management
Financial Provisions
Profit Sharing
Intellectual Property Rights
Confidentiality
Data Protection
Representations and Warranties
Governance
Decision Making
Resource Allocation
Quality Control
Reporting Requirements
Audit Rights
Performance Standards
Risk Allocation
Insurance
Liability
Indemnification
Force Majeure
Term and Termination
Exit Rights
Change Control
Dispute Resolution
Governing Law
Assignment
Subcontracting
Notices
Amendment
Severability
Entire Agreement
Anti-Corruption
Compliance with Laws
Environmental Requirements
Local Content
Technology Transfer
Capacity Building
Competition Law Compliance
Technology
Infrastructure Development
Real Estate
Renewable Energy
Agriculture
Manufacturing
Healthcare
Education
Telecommunications
Smart Cities
Environmental Services
Transportation
Tourism
Legal
Business Development
Operations
Finance
Compliance
Project Management
Corporate Development
Risk Management
Technical Operations
Partnership Management
Investment
Sustainability
Chief Executive Officer
Chief Legal Officer
Development Director
Project Manager
Legal Counsel
Business Development Manager
Partnership Director
Compliance Officer
Operations Director
Chief Financial Officer
Investment Manager
Technical Director
Sustainability Officer
Risk Manager
Contract Administrator
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