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Technology Partnership Agreement
"I need a Technology Partnership Agreement for a collaboration between our AI software company and a Swiss research institution, focusing on joint development of machine learning algorithms, with strict IP protection clauses and data privacy requirements, planned to commence in March 2025."
1. Parties: Identification and details of the contracting parties, including registered addresses and company details
2. Background: Context of the partnership, including the parties' expertise and reasons for collaboration
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Partnership: Detailed outline of the partnership's objectives, scope, and nature of collaboration
5. Rights and Responsibilities: Each party's specific roles, obligations, and responsibilities within the partnership
6. Intellectual Property Rights: Ownership, usage rights, and protection of existing and newly created IP
7. Confidentiality: Protection and handling of confidential information exchanged during the partnership
8. Term and Termination: Duration of the partnership and conditions for termination
9. Financial Terms: Cost sharing, revenue distribution, and other financial arrangements
10. Governance: Decision-making processes, management structure, and operational procedures
11. Representations and Warranties: Parties' assertions regarding their capacity, authority, and compliance
12. Liability and Indemnification: Allocation of risks and responsibilities for damages
13. General Provisions: Standard legal clauses including notices, amendments, and governing law
1. Data Protection: Specific provisions for handling personal data when the partnership involves data processing activities
2. Research and Development: Specific provisions for joint R&D activities when the partnership involves product development
3. Marketing and Branding: Guidelines for joint marketing activities and brand usage when public collaboration is planned
4. Non-Competition: Restrictions on competing activities when exclusivity is required
5. Personnel Exchange: Terms for staff secondment or exchange when the partnership involves sharing human resources
6. Export Control: Compliance with international trade regulations when the technology is subject to export controls
7. Source Code Escrow: Provisions for source code protection when critical software is involved
8. Disaster Recovery: Business continuity requirements when the partnership involves critical systems or infrastructure
1. Technical Specifications: Detailed technical requirements and specifications of the technology involved
2. Service Levels: Performance metrics, quality standards, and service level commitments
3. Project Timeline: Detailed timeline of partnership milestones and deliverables
4. Price List and Payment Terms: Detailed pricing structure and payment schedules
5. Governance Procedures: Detailed procedures for partnership management and decision-making
6. Security Requirements: Specific security protocols and requirements for technology and data protection
7. Contact Details: List of key contacts and escalation matrix
8. Approved Subcontractors: List of pre-approved subcontractors and their roles, if applicable
Authors
Applicable Laws
Background IP
Business Day
Confidential Information
Developed IP
Development Period
Effective Date
Force Majeure
Foreground IP
Intellectual Property Rights
Joint IP
Know-How
Licensed Technology
Material Breach
Milestones
Partnership Committee
Partnership Period
Project
Project Plan
Representatives
Steering Committee
Technical Documentation
Technical Specifications
Technology
Term
Territory
Third Party
Trade Secrets
Work Product
Acceptance Criteria
Affiliate
Authorized Users
Change Control
Commercially Reasonable Efforts
Deliverables
Documentation
Improvements
Implementation Schedule
Legislative Requirements
Maintenance Services
Patent Rights
Personal Data
Project Manager
Quality Standards
Related Agreements
Security Requirements
Service Levels
Source Code
Technical Information
Technology Stack
Definitions
Scope of Partnership
Duration and Term
Representations and Warranties
Rights and Obligations
Intellectual Property Rights
Technology License
Confidentiality
Data Protection
Development and Implementation
Quality Standards
Service Levels
Technical Support
Knowledge Transfer
Financial Terms
Payment Terms
Governance Structure
Project Management
Performance Monitoring
Change Management
Risk Allocation
Liability and Indemnification
Insurance
Force Majeure
Termination
Exit Management
Non-Competition
Non-Solicitation
Assignment and Subcontracting
Dispute Resolution
Governing Law
Severability
Entire Agreement
Amendments
Notices
Force Majeure
Boilerplate Clauses
Information Technology
Software Development
Telecommunications
Biotechnology
Financial Technology
Healthcare Technology
Industrial Automation
Artificial Intelligence
Internet of Things
Cybersecurity
Clean Technology
Digital Media
Electronic Manufacturing
Research & Development
Cloud Computing
Legal
Technology
Research & Development
Business Development
Innovation
Partnerships
Intellectual Property
Strategy
Operations
Information Technology
Product Development
Corporate Development
Chief Technology Officer
Chief Legal Officer
Legal Counsel
Head of Partnerships
Technology Director
Innovation Manager
Business Development Director
Research Director
IP Manager
Contract Manager
Partnership Manager
Chief Innovation Officer
Head of Research & Development
Technology Licensing Manager
Strategic Alliance Director
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