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Consortium Partnership Agreement
1. Parties: Identification and details of all consortium members
2. Background: Context of the consortium formation and its general objectives
3. Definitions and Interpretation: Definitions of key terms and interpretation rules
4. Purpose and Scope: Detailed objectives, scope of activities, and territorial coverage
5. Duration and Term: Consortium duration, commencement date, and termination provisions
6. Contributions and Financing: Members' contributions (financial, assets, personnel, etc.) and funding arrangements
7. Governance Structure: Management framework, decision-making processes, and voting rights
8. Rights and Obligations: Core responsibilities and rights of consortium members
9. Intellectual Property Rights: Ownership and usage of IP, including pre-existing and newly created IP
10. Confidentiality: Protection and handling of confidential information
11. Competition and Exclusivity: Non-compete provisions and exclusivity arrangements
12. Liability and Indemnification: Risk allocation, liability limitations, and indemnification obligations
13. Termination: Grounds for termination and consequences
14. Dispute Resolution: Procedures for resolving disputes between members
15. General Provisions: Standard boilerplate clauses including notices, amendments, and governing law
1. Research and Development: Required when the consortium involves R&D activities, detailing research protocols and ownership of results
2. Public Funding: Necessary when the consortium receives public grants or funding, detailing compliance requirements
3. Data Protection: Required when substantial personal data processing is involved
4. Environmental Compliance: Needed for consortiums operating in environmentally sensitive sectors
5. Export Control: Required for consortiums dealing with international trade or controlled technologies
6. Anti-Corruption: Detailed compliance provisions for consortiums operating in high-risk jurisdictions or sectors
7. Force Majeure: Detailed provisions for handling unforeseen events, recommended for long-term or high-value consortiums
8. Insurance: Specific insurance requirements when consortium activities involve significant operational risks
1. Schedule 1 - Business Plan: Detailed business objectives, strategies, and operational plans
2. Schedule 2 - Financial Contributions: Detailed breakdown of financial commitments and payment schedules
3. Schedule 3 - Governance Procedures: Detailed procedures for meetings, voting, and decision-making
4. Schedule 4 - Technical Specifications: Technical requirements and standards for consortium activities
5. Schedule 5 - Background IP: List and details of pre-existing IP brought by each member
6. Schedule 6 - Member Representatives: List of authorized representatives and their contact details
7. Schedule 7 - Risk Management Plan: Detailed risk assessment and mitigation strategies
8. Appendix A - Form of Accession Agreement: Template for new members joining the consortium
9. Appendix B - Reporting Templates: Standard formats for required reports and notifications
10. Appendix C - Conflict Resolution Procedures: Detailed procedures for handling disputes and conflicts
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