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Framework Cooperation Agreement

Framework Cooperation Agreement Template for Saudi Arabia

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Key Requirements PROMPT example:

Framework Cooperation Agreement

"I need a Framework Cooperation Agreement under Saudi law between a technology company and a research institution, focusing on AI development collaboration with strict IP protection provisions, to be effective from March 2025."

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Document background
The Framework Cooperation Agreement is a versatile legal instrument used to establish strategic partnerships and collaborative relationships in Saudi Arabia. It serves as an umbrella agreement that outlines the general principles, scope, and governance structure for cooperation while leaving specific operational details to be determined in subsequent implementation agreements. This document type is particularly valuable when parties wish to formalize their intention to collaborate across multiple projects or business areas but need flexibility in determining specific terms as opportunities arise. The agreement must align with Saudi Arabian law, including Sharia principles and commercial regulations, making it essential to incorporate appropriate compliance mechanisms and dispute resolution procedures. It's commonly used for joint ventures, strategic alliances, research collaborations, and development projects, especially in sectors aligned with Saudi Vision 2030 initiatives.
Suggested Sections

1. Parties: Identification of the contracting parties, including full legal names, commercial registration numbers, and authorized representatives

2. Background: Context of the cooperation, including the parties' business activities and general purpose of the framework agreement

3. Definitions and Interpretation: Key terms used in the agreement and rules for interpretation, including reference to Sharia compliance

4. Scope of Cooperation: General framework and principles of cooperation between the parties

5. Term and Termination: Duration of the agreement, renewal provisions, and circumstances for termination

6. Governance Structure: Management of the cooperation, including steering committee formation and decision-making processes

7. Implementation Agreements: Process for entering into specific project or implementation agreements under this framework

8. Confidentiality: Protection and handling of confidential information exchanged between parties

9. Intellectual Property Rights: Ownership and usage rights of existing and newly created intellectual property

10. Compliance with Laws: Obligation to comply with Saudi laws, regulations, and Sharia principles

11. Dispute Resolution: Process for resolving disputes, typically through Saudi courts or authorized arbitration centers

12. General Provisions: Standard clauses including notices, amendments, assignment, and entire agreement provisions

Optional Sections

1. Financial Arrangements: Include when the framework involves general financial terms or cost-sharing principles

2. Exclusivity: Include when parties agree to work exclusively with each other in certain areas

3. Personnel and Resources: Include when the cooperation involves sharing of human resources or facilities

4. Marketing and Branding: Include when the cooperation involves joint marketing or brand usage

5. Insurance and Liability: Include when specific risk allocation and insurance requirements are needed

6. Data Protection: Include when the cooperation involves sharing or processing of personal data

7. Force Majeure: Include when parties want specific provisions for handling unforeseen circumstances

8. Anti-corruption Compliance: Include when there are specific anti-corruption requirements or international compliance standards

Suggested Schedules

1. Schedule 1 - Initial Cooperation Areas: Detailed description of initial areas or projects for cooperation

2. Schedule 2 - Governance Procedures: Detailed procedures for steering committee meetings and decision-making

3. Schedule 3 - Key Contacts: List of key personnel and their roles from each party

4. Schedule 4 - Implementation Agreement Template: Standard template for specific project agreements under the framework

5. Schedule 5 - Compliance Requirements: Detailed compliance requirements including Sharia principles and local regulations

6. Appendix A - Service Levels: Standard service levels and performance metrics if applicable

7. Appendix B - Technical Standards: Any technical or operational standards agreed between the parties

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

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alex.den.21@genieai.co
Clauses
Parties and Recitals
Definitions and Interpretation
Term and Duration
Scope of Cooperation
Implementation Agreements
Governance Structure
Rights and Obligations
Financial Arrangements
Intellectual Property
Confidentiality
Data Protection
Personnel
Compliance with Laws
Sharia Compliance
Anti-Corruption
Force Majeure
Liability and Indemnification
Insurance
Termination
Consequences of Termination
Assignment and Subcontracting
Change Control
Notices
Dispute Resolution
Governing Law
Severability
Entire Agreement
Amendment
Waiver
Third Party Rights
Counterparts
Language
Authority
Competition Law Compliance
Export Control
Exclusivity
Relationship of Parties
Relevant Industries

Technology

Infrastructure

Energy

Healthcare

Education

Financial Services

Manufacturing

Telecommunications

Real Estate Development

Mining

Tourism

Transportation

Defense

Agriculture

Professional Services

Relevant Teams

Legal

Commercial

Business Development

Strategy

Operations

Compliance

Corporate Development

Finance

Risk Management

International Relations

Project Management

Investment

Procurement

Corporate Affairs

Relevant Roles

Chief Executive Officer

Managing Director

Chief Legal Officer

Legal Counsel

Chief Commercial Officer

Business Development Director

Strategic Partnerships Manager

Chief Operating Officer

Project Director

Compliance Officer

Contract Manager

Corporate Development Manager

General Counsel

Head of Strategy

Chief Financial Officer

Investment Director

Industries
Law of Commercial Courts 1970 (Royal Decree No. M/2): Establishes the framework for commercial dispute resolution and sets out basic principles of commercial law in Saudi Arabia
Civil Transactions Law (derived from Sharia principles): Governs contractual relationships and obligations between parties, including fundamental principles of contract formation, performance, and termination
Saudi Competition Law (Royal Decree No. M/75): Regulates competitive practices and prevents monopolistic behavior, which may be relevant for exclusive cooperation arrangements
Anti-Commercial Fraud Law (Royal Decree No. M/19): Ensures transparency and fairness in commercial dealings and prevents fraudulent practices
Commercial Agencies Law (Royal Decree No. M/11): Regulates commercial agency relationships and may be relevant if the framework agreement involves agency or distribution arrangements
Anti-Bribery Law (Royal Decree No. M/36): Addresses corruption and bribery in business dealings, crucial for compliance provisions in the agreement
Electronic Transactions Law (Royal Decree No. M/18): Governs electronic communications and signatures, relevant for modern business operations and contract execution
Foreign Investment Law (Royal Decree No. M/1): Regulates foreign investment and business activities in Saudi Arabia, particularly relevant if one party is a foreign entity
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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