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Joint Development Agreement
"I need a Joint Development Agreement for a collaboration between my tech startup and a research university in Singapore to develop AI-powered medical diagnostic software, with clear IP rights allocation and provisions for commercialization of the final product."
1. Parties: Identification and details of all parties entering into the agreement
2. Background/Recitals: Context of the agreement, including the parties' intentions and preliminary arrangements
3. Definitions: Definition of key terms used throughout the agreement
4. Scope of Development: Detailed description of the joint development project, objectives, and deliverables
5. Project Management: Governance structure, decision-making processes, and project timelines
6. Intellectual Property Rights: Ownership, allocation, and licensing of pre-existing and newly developed IP
7. Confidentiality: Protection of confidential information and trade secrets
8. Financial Terms: Cost sharing, payment terms, and financial obligations
9. Term and Termination: Duration of agreement and termination provisions
10. General Provisions: Standard boilerplate clauses including governing law and jurisdiction
1. Background IP License: Specific terms for licensing pre-existing IP when parties bring significant existing IP to the project
2. Third Party Rights: Provisions regarding third-party intellectual property when development involves third-party technologies or licenses
3. Data Protection: Specific provisions for handling personal data when project involves processing personal data
4. Export Control: Compliance with export control regulations for international projects or controlled technologies
5. Force Majeure: Provisions for unforeseen circumstances when project has significant external dependencies
1. Project Plan: Detailed timeline, milestones, and deliverables
2. Technical Specifications: Detailed technical requirements and specifications
3. Background IP Schedule: List of pre-existing IP brought by each party
4. Financial Schedule: Detailed breakdown of costs, payments, and financial arrangements
5. Key Personnel: List of key team members and their roles
6. Governance Procedures: Detailed procedures for project management and decision-making
Authors
Background Intellectual Property
Business Day
Commencement Date
Confidential Information
Deliverables
Development Period
Development Plan
Development Results
Effective Date
Foreground Intellectual Property
Intellectual Property Rights
Joint Development Project
Key Personnel
Licensed Technology
Material Breach
Milestones
New Intellectual Property
Project Committee
Project Manager
Project Schedule
Project Specifications
Relevant Technology
Representatives
Research Data
Statement of Work
Technical Information
Technology
Term
Territory
Third Party IP Rights
Trade Secrets
Work Product
Project Scope
Governance
Project Management
Contributions
Development Obligations
Technical Specifications
Project Timeline
Intellectual Property Rights
Background IP
Foreground IP
IP Licensing
Confidentiality
Data Protection
Resource Allocation
Cost Sharing
Payment Terms
Performance Standards
Quality Control
Warranties
Indemnification
Liability
Force Majeure
Term and Duration
Termination
Post-Termination Obligations
Competition Restrictions
Personnel
Subcontracting
Assignment
Dispute Resolution
Notices
Governing Law
Entire Agreement
Variation
Severability
Third Party Rights
Export Control
Publicity
Insurance
Compliance with Laws
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