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Project Commission Agreement
"I need a Project Commission Agreement for a software development project starting in March 2025, where we'll be engaging an external development agency to build our company's new mobile app, with specific milestone deliverables and IP transfer requirements."
1. Parties: Identification and details of contracting parties
2. Background: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Scope of Services: Detailed description of project deliverables and services
5. Payment Terms: Fees, payment schedule, and invoicing arrangements
6. Timeline and Milestones: Project schedule and key delivery dates
7. Intellectual Property Rights: Ownership and usage rights of project outputs
8. Confidentiality: Protection of confidential information and trade secrets
9. Warranties and Representations: Guarantees and assurances provided by both parties
10. Liability and Indemnification: Limitations of liability and indemnification obligations
11. Termination: Conditions and procedures for ending the agreement
12. General Provisions: Standard legal provisions including governing law, notices, and assignment
1. Change Control: Process for managing project changes and variations
2. Service Levels: Performance metrics, standards, and remedies for non-compliance
3. Data Protection: GDPR compliance and data handling requirements
4. Force Majeure: Provisions for handling unforeseeable circumstances
5. Insurance: Required insurance coverage and limits
6. Dispute Resolution: Procedures for resolving disputes between parties
1. Schedule 1 - Services Description: Detailed specification of services and deliverables
2. Schedule 2 - Charges and Payment: Detailed breakdown of fees and payment structure
3. Schedule 3 - Project Timeline: Detailed project plan and milestone dates
4. Schedule 4 - Key Personnel: Details of key team members and their roles
5. Schedule 5 - Service Levels: Detailed performance metrics and measurement criteria
6. Appendix A - Change Request Form: Template for requesting and documenting project changes
Authors
Background IPR
Business Day
Change Control Procedure
Charges
Client
Client Materials
Commencement Date
Confidential Information
Deliverables
Foreground IPR
Good Industry Practice
Intellectual Property Rights
Key Personnel
Milestone
Milestone Dates
Project
Project Manager
Project Plan
Project Specification
Services
Service Provider
Service Provider Materials
Specifications
Term
Termination Date
Third Party Materials
Working Hours
Services
Service Provider Obligations
Client Obligations
Change Control
Charges and Payment
Intellectual Property Rights
Confidentiality
Data Protection
Warranties
Limitation of Liability
Insurance
Force Majeure
Term and Termination
Exit and Migration
Key Personnel
Subcontracting
Non-Solicitation
Compliance with Laws
Anti-Bribery
Modern Slavery
Health and Safety
Assignment and Novation
Dispute Resolution
Notices
Governing Law and Jurisdiction
Entire Agreement
Variation
Severability
Waiver
Third Party Rights
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