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Framework Partnership Agreement
"I need a Framework Partnership Agreement under Saudi law for a joint venture between a Saudi technology company and a foreign software developer, focusing on AI development and including specific provisions for technology transfer and IP protection, with the partnership planned to commence in March 2025."
1. Parties: Identification of all parties to the agreement, including full legal names, commercial registration numbers, and authorized representatives
2. Background: Context of the partnership, including the parties' business activities and primary objectives of the collaboration
3. Definitions and Interpretation: Key terms used throughout the agreement and rules for interpreting the agreement
4. Partnership Scope and Objectives: Detailed description of the partnership's purpose, scope, and strategic objectives
5. Term and Renewal: Duration of the framework agreement and conditions for renewal
6. Partnership Structure: Governance structure, management responsibilities, and decision-making processes
7. Financial Arrangements: Framework for financial relationships, profit sharing, and cost allocation principles
8. Obligations of the Parties: General and specific obligations of each party under the framework
9. Compliance with Laws: Commitment to comply with Saudi laws, including Shariah principles and relevant regulations
10. Intellectual Property Rights: Ownership and usage rights of IP brought into or created during the partnership
11. Confidentiality: Protection of confidential information and trade secrets
12. Liability and Indemnification: Allocation of risks and responsibilities between parties
13. Force Majeure: Provisions for unforeseen circumstances preventing performance
14. Termination: Grounds and procedures for terminating the partnership
15. Dispute Resolution: Procedures for resolving disputes, including Saudi law compliance requirements
16. General Provisions: Standard clauses including notices, amendments, and entire agreement provisions
1. Shariah Compliance: Specific provisions ensuring compliance with Islamic principles, required when parties specifically want to emphasize Shariah compliance
2. Anti-Corruption: Detailed anti-corruption provisions, recommended when dealing with government entities or international partners
3. Data Protection: Provisions for handling personal data, required when partnership involves processing personal information
4. Non-Competition: Restrictions on competitive activities, optional based on business needs
5. Insurance: Requirements for insurance coverage, recommended for high-risk activities
6. Local Content Requirements: Provisions addressing Saudi Arabia's local content requirements, necessary when applicable to the specific sector
7. Technology Transfer: Provisions regarding transfer of technology and know-how, relevant when partnership involves technical collaboration
8. Training and Localization: Provisions for training Saudi nationals, relevant when partnership involves capacity building objectives
1. Schedule 1 - Business Plan: Detailed business objectives, strategies, and implementation plans
2. Schedule 2 - Governance Procedures: Detailed procedures for partnership management and decision-making
3. Schedule 3 - Financial Model: Detailed financial arrangements, including profit sharing mechanisms and cost allocation
4. Schedule 4 - Key Performance Indicators: Specific performance metrics and targets for the partnership
5. Schedule 5 - Technical Specifications: Technical requirements and standards applicable to the partnership
6. Schedule 6 - Form of Project Agreement: Template agreement for specific projects under the framework
7. Appendix A - Contact Details: List of key contacts and authorized representatives for each party
8. Appendix B - Compliance Requirements: Specific regulatory and compliance requirements applicable to the partnership
Authors
Agreement
Applicable Law
Background IP
Business Day
Business Plan
Change of Control
Commencement Date
Confidential Information
Control
Developed IP
Dispute
Effective Date
Force Majeure Event
Framework
Governing Body
Initial Term
Intellectual Property Rights
Key Performance Indicators
Local Content Requirements
Material Breach
Partnership
Partnership Committee
Partnership Interest
Project
Project Agreement
Related Party
Renewal Term
Representatives
Saudi Arabia
Services
Shariah
Steering Committee
Strategic Objectives
Subsidiary
Term
Territory
Third Party
Working Day
Zakat
Definitions
Interpretation
Partnership Scope
Term and Duration
Partnership Structure
Governance
Management Rights
Financial Provisions
Profit Sharing
Capital Contributions
Operational Requirements
Performance Obligations
Shariah Compliance
Regulatory Compliance
Local Content Requirements
Intellectual Property
Confidentiality
Non-Competition
Non-Solicitation
Data Protection
Record Keeping
Audit Rights
Warranties
Representations
Indemnification
Liability Limitations
Insurance
Force Majeure
Change of Control
Assignment
Termination
Exit Rights
Dispute Resolution
Governing Law
Notices
Amendments
Severability
Entire Agreement
Language
Counterparts
Energy & Resources
Technology & Innovation
Manufacturing
Professional Services
Construction & Infrastructure
Healthcare
Education
Financial Services
Telecommunications
Defense & Security
Transportation & Logistics
Real Estate & Development
Legal
Corporate Development
Business Development
Finance
Compliance
Strategy
Operations
Risk Management
Commercial
Investment
Chief Executive Officer
Managing Director
Business Development Director
Legal Counsel
Compliance Officer
Chief Financial Officer
Commercial Director
Operations Director
Partnership Manager
Strategy Director
Corporate Development Manager
General Counsel
Risk Manager
Project Director
Investment Manager
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