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Software Partner Agreement
"I need a Software Partner Agreement for a partnership between our Saudi-based cloud solutions company and a US software vendor, where we'll act as their exclusive distributor in the GCC region with a 70-30 revenue split, starting March 2025."
1. Parties: Identification of the contracting parties, including full legal names, commercial registration numbers, and authorized representatives
2. Background: Context of the partnership, business objectives, and general intent of the parties
3. Definitions: Detailed definitions of technical terms, business concepts, and agreement-specific terminology
4. Scope of Partnership: Detailed description of the partnership arrangement, roles, and responsibilities of each party
5. License Grants: Terms of software licensing between parties, including usage rights and restrictions
6. Financial Terms: Revenue sharing, pricing, payment terms, and financial obligations
7. Intellectual Property Rights: Ownership and protection of IP, including pre-existing IP and newly developed software
8. Confidentiality: Protection of confidential information and trade secrets
9. Data Protection and Security: Compliance with Saudi data protection laws and security requirements
10. Service Levels: Performance standards, support obligations, and response times
11. Representations and Warranties: Parties' assertions regarding their authority, capabilities, and compliance
12. Term and Termination: Duration of agreement, renewal terms, and termination conditions
13. Liability and Indemnification: Allocation of risks and responsibilities for damages
14. Dispute Resolution: Procedures for resolving disputes under Saudi law
15. General Provisions: Standard legal provisions including notices, amendments, and governing law
1. Marketing and Promotion: Terms governing joint marketing activities and brand usage - include when partnership involves co-marketing
2. Training and Support: Details of training and support services - include when technical training is part of the partnership
3. Source Code Escrow: Terms for source code protection and release - include for critical software dependencies
4. Localization Requirements: Requirements for Arabic language support - include when software will be used in government or public sector
5. Export Control: Compliance with export regulations - include when software may be exported outside Saudi Arabia
6. Insurance Requirements: Specific insurance coverage requirements - include for high-value or high-risk partnerships
7. Change Control: Procedures for managing changes to software or services - include for complex technical partnerships
8. Business Continuity: Disaster recovery and business continuity requirements - include for mission-critical software
9. Compliance with Islamic Law: Specific provisions ensuring Sharia compliance - include when explicitly required by parties
1. Schedule 1 - Software Description: Detailed technical specifications and functionality of the software
2. Schedule 2 - Service Level Agreement: Detailed service levels, metrics, and performance standards
3. Schedule 3 - Fee Schedule: Detailed pricing, payment terms, and revenue sharing calculations
4. Schedule 4 - Support Services: Description of support services, processes, and escalation procedures
5. Schedule 5 - Security Requirements: Detailed security protocols and compliance requirements
6. Schedule 6 - Implementation Plan: Timeline and milestones for partnership implementation
7. Appendix A - Authorized Representatives: List of authorized representatives and their contact details
8. Appendix B - Technical Requirements: Detailed technical specifications and integration requirements
9. Appendix C - Compliance Checklist: Regulatory and technical compliance requirements
Authors
Affiliate
Authorized Users
Background IP
Business Day
Confidential Information
Customer Data
Documentation
Effective Date
End User
Fees
Force Majeure Event
Foreground IP
Intellectual Property Rights
License
Licensed Software
Maintenance Services
Partner Network
Partner Portal
Partner Program
Partner Tier
Personal Data
Professional Services
Revenue Share
SAMA
Security Breach
Service Levels
Software
Source Code
Specifications
Strategic Partner
Support Services
Technical Requirements
Term
Territory
Third Party Software
Updates
Upgrades
User Documentation
Value Added Services
Virus
Implementation Services
Integration Services
Localization Services
API
Cloud Services
Completion Criteria
Development Environment
Disaster Recovery Plan
Error
Escrow Agent
Go-Live Date
Implementation Plan
Key Personnel
Material Breach
Minimum Performance Requirements
Production Environment
Response Time
Service Credits
Testing Environment
Training Materials
Working Hours
Partnership Terms
Revenue Share
Intellectual Property
Confidentiality
Data Protection
Service Levels
Support Services
Implementation
Training
Warranties
Liability
Indemnification
Force Majeure
Term and Termination
Assignment
Audit Rights
Compliance
Dispute Resolution
Governing Law
Security Requirements
Performance Standards
Quality Control
Marketing Rights
Territory Restrictions
Non-Competition
Non-Solicitation
Reporting
Partner Obligations
Software Updates
Maintenance
Documentation
Technical Requirements
Integration
Testing
Acceptance
Change Management
Business Continuity
Disaster Recovery
Insurance
Personnel
Subcontracting
Notices
Amendments
Entire Agreement
Severability
Third Party Rights
Export Control
Anti-Corruption
Source Code Escrow
Payment Terms
Information Technology
Financial Services
Healthcare
Retail
Manufacturing
Government Services
Education
Telecommunications
Oil and Gas
Professional Services
E-commerce
Defense and Security
Legal
Information Technology
Business Development
Sales
Compliance
Software Development
Partner Operations
Commercial
Procurement
Risk Management
Technical Support
Product Management
Chief Technology Officer
Legal Counsel
Commercial Director
Partnership Manager
Business Development Manager
Software Development Manager
Compliance Officer
IT Director
Sales Director
Contract Manager
Chief Information Officer
Technical Account Manager
Partner Success Manager
Chief Legal Officer
Operations Director
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