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1. Parties: Identification of the contracting parties with full legal names and addresses
2. Background: Context of the cooperation and brief description of each party's business
3. Definitions: Key terms used throughout the agreement
4. Scope of Cooperation: General framework and nature of the intended cooperation
5. Term and Termination: Duration of the framework agreement and termination provisions
6. Governance Structure: Management of the cooperation, including steering committees and decision-making processes
7. Implementation Agreements: Process for entering into specific project or service agreements under the framework
8. General Obligations: Basic responsibilities and commitments of each party
9. Financial Arrangements: General principles for pricing, payment terms, and cost sharing
10. Confidentiality: Protection and handling of confidential information
11. Data Protection: GDPR compliance and data handling requirements
12. Liability and Indemnification: Allocation of risks and liability limitations
13. Force Majeure: Handling of events beyond parties' reasonable control
14. Notices: Communication procedures and contact details
15. Governing Law and Jurisdiction: Austrian law as governing law and jurisdiction details
16. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments
1. Exclusivity: Used when parties agree to work exclusively with each other in specific areas
2. Intellectual Property Rights: Include when cooperation involves creation or sharing of IP
3. Non-Competition: Add when parties agree to restrict competitive activities
4. Personnel and Resources: Include when specific commitments regarding staffing or resources are needed
5. Insurance: Add when specific insurance requirements are necessary
6. Compliance with Laws: Include when specific regulatory compliance needs emphasis
7. Brand Usage: Add when parties need to use each other's brands or trademarks
8. Audit Rights: Include when parties require rights to audit each other's relevant operations
9. Step-In Rights: Add for critical services where one party may need to take over operations
1. Contact Details and Authorized Representatives: List of key contacts and authorized signatories for each party
2. Governance Procedures: Detailed procedures for steering committee meetings and decision-making
3. Service Levels and KPIs: Standard performance metrics and service levels if applicable
4. Standard Terms for Implementation Agreements: Template terms for specific project agreements
5. Financial Terms: Detailed pricing mechanisms, cost allocation, and payment procedures
6. Technical Requirements: Any standard technical specifications or requirements
7. Compliance Requirements: Specific regulatory or compliance requirements
8. Form of Implementation Agreement: Template agreement for specific projects or services
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