The Non-Binding Partnership Agreement is commonly used in Ireland when organizations wish to formalize their intention to collaborate while maintaining flexibility during the exploratory phase of their relationship. This document type is particularly valuable when parties need to outline their proposed partnership structure, responsibilities, and resource commitments before conducting full due diligence or securing internal approvals. It serves as a stepping stone towards a potentially binding agreement while providing a clear framework for discussions and planning. The agreement, while non-binding, should still be carefully drafted to reflect Irish legal principles and business practices, particularly regarding partnership law and commercial relationships. It's especially useful for cross-border partnerships, joint ventures, research collaborations, and strategic alliances where parties need to align their expectations before making firm commitments.
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1. Parties: Identification of all parties entering into the partnership arrangement
2. Background: Context of the partnership and reasons for entering into the arrangement
3. Definitions: Key terms used throughout the agreement
4. Non-Binding Nature: Clear statement that the agreement is not legally binding and represents only intentions of the parties
5. Purpose and Scope: Detailed description of the partnership's objectives and scope of activities
6. Roles and Responsibilities: General outline of each party's expected contributions and responsibilities
7. Resource Commitments: Intended contributions of time, money, assets, or other resources by each party
8. Decision Making Process: Framework for how parties will make decisions regarding the partnership
9. Communication: How parties will communicate and share information
10. Duration and Review: Intended timeframe of the partnership and process for reviewing arrangements
11. Termination: Process for ending the partnership arrangement
12. Confidentiality: Expectations regarding confidential information sharing and protection
13. Intellectual Property: Understanding regarding ownership and use of intellectual property
14. Signature Page: Space for parties to acknowledge the agreement
1. Branding and Marketing: Guidelines for use of parties' brands and marketing activities, included when partnership involves public-facing activities
2. Reporting Requirements: Framework for progress reporting and evaluation, included for more structured partnerships
3. Dispute Resolution: Preferred approach to resolving disagreements, included for higher-value partnerships
4. Insurance: Expected insurance coverage by parties, included when activities carry significant risks
5. Data Protection: Specific provisions for handling personal data, included when partnership involves data sharing
6. Competition Compliance: Provisions ensuring compliance with competition law, included when parties are competitors
7. Third Party Rights: Statement regarding rights of third parties, included when partnership activities affect external stakeholders
1. Schedule 1 - Project Plan: Detailed timeline and milestones for partnership activities
2. Schedule 2 - Resource Allocation: Specific breakdown of resources to be contributed by each party
3. Schedule 3 - Key Contacts: List of key personnel and their contact details
4. Schedule 4 - Communication Protocol: Detailed procedures for regular communications and meetings
5. Schedule 5 - Reporting Template: Standard format for progress reports if applicable
6. Appendix A - Due Diligence Information: Background information provided by parties during discussion phase
7. Appendix B - Relevant Policies: Copies of relevant internal policies that may affect the partnership
Authors
Relevant legal definitions
Clauses
Relevant Industries
Technology
Healthcare
Education
Financial Services
Manufacturing
Professional Services
Research and Development
Retail
Telecommunications
Energy
Environmental Services
Construction
Media and Entertainment
Transportation
Agriculture
Relevant Teams
Legal
Business Development
Corporate Development
Strategy
Operations
Finance
Research and Development
Commercial
Innovation
Partnerships and Alliances
Project Management
Risk Management
Relevant Roles
Chief Executive Officer
Managing Director
Business Development Manager
Legal Counsel
Chief Operating Officer
Partnership Manager
Strategic Alliance Director
Head of Business Development
Commercial Director
Project Manager
Research Director
Innovation Manager
Chief Financial Officer
Operations Manager
Relationship Manager
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