The Framework Partnership Agreement is designed for organizations seeking to establish a structured, long-term collaborative relationship under Austrian law. It is particularly useful when parties anticipate multiple projects or ongoing cooperation that will require separate specific agreements. The document sets out the overarching terms and conditions that will govern the relationship, including roles, responsibilities, general commercial terms, and operational procedures. This type of agreement is essential in situations where partners need a flexible yet legally sound foundation for their collaboration, allowing them to execute individual project agreements efficiently while maintaining consistent basic terms. The Framework Partnership Agreement includes provisions compliant with Austrian legislation, particularly the ABGB (Austrian Civil Code) and UGB (Austrian Commercial Code), and can be customized to address industry-specific requirements and regulatory considerations.
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1. Parties: Identification and details of all contracting parties
2. Background: Context of the partnership and purpose of the framework agreement
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Partnership: Overall scope and nature of the partnership relationship
5. Structure of Cooperation: How the framework agreement relates to subsequent project-specific agreements
6. Duration and Term: Term of the framework agreement, including renewal provisions
7. General Obligations of the Parties: Core obligations and commitments of each party under the framework
8. Project Agreements: Process for entering into specific project agreements under the framework
9. Financial Provisions: General financial terms, including pricing principles and payment terms
10. Intellectual Property Rights: Ownership and usage rights of IP brought to or created during the partnership
11. Confidentiality: Protection and handling of confidential information
12. Liability and Indemnification: Allocation of risks and responsibilities between parties
13. Force Majeure: Provisions for handling events beyond parties' control
14. Termination: Grounds and process for termination of the agreement
15. Governing Law and Jurisdiction: Confirmation of Austrian law application and dispute resolution provisions
16. General Provisions: Standard boilerplate clauses including severability, entire agreement, etc.
1. Data Protection: Detailed GDPR compliance provisions, required if personal data processing is involved
2. Non-Competition: Restrictions on competitive activities, if relevant to the partnership
3. Quality Standards: Specific quality requirements and standards, important for technical or regulated industries
4. Insurance: Insurance requirements, particularly relevant for high-risk activities
5. Personnel: Terms regarding key personnel and staff requirements, if specific expertise is crucial
6. Environmental Compliance: Environmental standards and requirements, necessary for partnerships with environmental impact
7. Anti-Corruption: Anti-corruption and compliance provisions, particularly important for international partnerships
8. Change Control: Procedures for managing changes to the framework agreement or project agreements
1. Schedule 1 - Service Categories: List and description of service categories covered by the framework
2. Schedule 2 - Pricing Principles: Detailed pricing structure and mechanisms for specific projects
3. Schedule 3 - Template Project Agreement: Standard form agreement for specific projects under the framework
4. Schedule 4 - Governance Structure: Details of management structure and decision-making processes
5. Schedule 5 - Technical Standards: Technical requirements and standards applicable to all projects
6. Schedule 6 - Key Performance Indicators: Performance metrics and measurement criteria
7. Schedule 7 - Contact Details: Key contacts and communication protocols
8. Schedule 8 - Insurance Requirements: Detailed insurance requirements and minimum coverage levels
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