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Software Development Partnership Agreement
"Need a Software Development Partnership Agreement between my Singapore-based AI software company and a US tech partner, focusing on joint development of machine learning solutions and clear IP ownership terms, to be effective from March 2025."
1. Parties: Identification and details of the partnering entities
2. Background: Context and purpose of the partnership agreement
3. Definitions: Key terms used throughout the agreement
4. Partnership Structure: Roles, responsibilities, and governance structure
5. Intellectual Property Rights: Ownership, licensing, and protection of IP
6. Financial Terms: Revenue sharing, costs, and payment terms
7. Confidentiality: Protection of confidential information and trade secrets
8. Data Protection: Compliance with PDPA and data handling requirements
9. Term and Termination: Duration and conditions for ending the partnership
10. Dispute Resolution: Process for resolving conflicts between partners
11. Governing Law: Specification of Singapore law as governing law
1. Non-Competition: Restrictions on competing activities, used when partners may have competing interests
2. International Operations: Cross-border considerations and compliance, for partnerships operating in multiple jurisdictions
3. Employment Provisions: Terms related to shared or transferred employees, when partnership involves staff sharing
4. Force Majeure: Provisions for unforeseen circumstances preventing performance
5. Insurance: Requirements for insurance coverage and liability protection
1. Schedule 1 - Project Specifications: Detailed technical requirements and deliverables
2. Schedule 2 - Service Level Agreement: Performance metrics and standards
3. Schedule 3 - IP Schedule: Detailed list of existing and new IP
4. Schedule 4 - Financial Schedule: Detailed breakdown of financial arrangements
5. Schedule 5 - Governance Procedures: Detailed procedures for partnership management and decision-making
Authors
Background IP
Business Day
Confidential Information
Deliverables
Development Phase
Effective Date
Foreground IP
Initial Term
Intellectual Property Rights
Key Personnel
License
Maintenance Services
Milestones
Partnership
Project
Project Manager
Project Plan
Project Specifications
Relevant Authority
Services
Software
Source Code
Specifications
Technical Documentation
Term
Territory
Third Party Materials
Updates
User Documentation
Partnership Structure
Scope of Services
Project Management
Development Methodology
Deliverables
Acceptance Testing
Intellectual Property Rights
License Grants
Source Code Management
Confidentiality
Data Protection
Warranties
Service Levels
Change Management
Financial Terms
Revenue Sharing
Payment Terms
Key Personnel
Non-Competition
Non-Solicitation
Liability and Indemnification
Force Majeure
Term and Termination
Exit Management
Dispute Resolution
Governing Law
Assignment and Subcontracting
Notices
Entire Agreement
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