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Long Term Partnering Agreement
"I need a Long Term Partnering Agreement for a technology development collaboration between my software company and a hardware manufacturer, with specific focus on IP rights sharing and joint product development, starting from March 2025."
1. Parties: Identification and details of contracting parties
2. Background: Context and purpose of the partnership agreement
3. Definitions: Key terms used throughout the agreement
4. Partnership Objectives: Core aims and principles of the partnership
5. Governance Structure: Management and decision-making framework
6. Term and Termination: Duration and circumstances for ending partnership
7. Financial Arrangements: Cost sharing, profit distribution, and financial obligations
8. Confidentiality: Protection and handling of confidential information
9. Liability and Indemnities: Allocation of risks and responsibilities between parties
10. Force Majeure: Provisions for handling events beyond parties' control
11. Dispute Resolution: Procedures for resolving conflicts between parties
12. General Provisions: Boilerplate clauses including notices, amendments, and governing law
1. Intellectual Property Rights: IP ownership and licensing arrangements - include when IP is created or shared during partnership
2. Change Control: Process for managing changes to agreement - include for complex, long-term partnerships
3. Exit Strategy: Detailed procedures for partnership dissolution - include for high-value or complex partnerships
4. Data Protection: Specific provisions for handling personal data - include when personal data is processed
5. Anti-Bribery and Corruption: Compliance with anti-corruption laws - include for international partnerships or high-risk sectors
6. Modern Slavery Compliance: Provisions ensuring compliance with Modern Slavery Act - include when supply chain or labor risks exist
1. Services Schedule: Detailed description of services to be provided by each party
2. KPI Schedule: Performance metrics and targets for measuring partnership success
3. Financial Schedule: Detailed financial arrangements, calculations, and payment terms
4. Governance Schedule: Detailed governance procedures, meeting frequencies, and decision-making processes
5. Change Control Procedure: Detailed process for implementing changes to the agreement or services
6. Personnel Schedule: Key personnel, roles, and responsibilities within the partnership
7. Exit Management Plan: Detailed procedures for managing partnership termination and transition
Authors
Business Day
Commencement Date
Confidential Information
Force Majeure Event
Good Industry Practice
Governance Board
Initial Term
Intellectual Property Rights
Key Performance Indicators
Partnership Objectives
Partnership Services
Project Manager
Related Agreements
Service Levels
Steering Committee
Term
Working Group
Change Control Procedure
Dispute Resolution Procedure
Exit Plan
Material Breach
Partnership Assets
Profit Share
Risk Register
Governance
Term and Duration
Financial Arrangements
Risk Allocation
Performance Management
Intellectual Property
Confidentiality
Data Protection
Change Control
Force Majeure
Dispute Resolution
Termination
Exit Management
Assignment and Subcontracting
Liability and Indemnities
Insurance
Anti-Bribery and Corruption
Modern Slavery
Environmental Compliance
Health and Safety
Notices
Entire Agreement
Severability
Governing Law and Jurisdiction
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