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1. Parties: Identification and details of all parties entering into the agreement
2. Background: Context of the collaboration and overview of parties' intentions
3. Definitions: Key terms used throughout the agreement including technical and legal definitions
4. Scope of Collaboration: Detailed description of the project and each party's responsibilities
5. Intellectual Property Rights: Ownership and licensing of pre-existing and newly created IP, including provisions from Copyright, Designs and Patents Act 1988
6. Confidentiality: Protection of confidential information and trade secrets in accordance with Trade Secrets Regulations 2018
7. Payment Terms: Financial arrangements, costs, and revenue sharing between parties
8. Term and Termination: Duration of agreement and termination provisions including consequences of termination
9. Governing Law: Jurisdiction and applicable law of England and Wales
1. Data Protection: Compliance with UK GDPR and Data Protection Act 2018 requirements for handling personal data
2. Change Control: Process for managing changes to project scope and requirements
3. Service Levels: Performance metrics, standards and remedies for breach
4. Export Control: Compliance with Export Control Act 2002 and related regulations
5. Source Code Escrow: Arrangements for source code protection and access rights
1. Project Specifications: Detailed technical requirements, deliverables and acceptance criteria
2. Development Timeline: Project milestones, delivery dates and resource allocation
3. Pricing Schedule: Detailed breakdown of costs, payment structure and payment milestones
4. Service Level Agreement: Detailed performance metrics, measurement methods and remedies
5. Data Processing Agreement: Detailed terms for GDPR-compliant data processing activities
6. Open Source Software Schedule: List of open source components, licenses and compliance requirements
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