This contract is made between the two parties whose full details are specified in the attached contracting form, hereinafter referred to as "the First Party" (Service Provider / Model Developer) and "the Second Party" (Client / Beneficiary of the Models), collectively referred to as "the Parties." In accordance with the provisions of the Egyptian Civil Law No. 131 of 1948, the Commercial Law No. 17 of 1999, the Intellectual Property Rights Protection Law No. 82 of 2002 (specifically Articles 138-178 concerning copyright and related rights), the Personal Data Protection Law No. 151 of 2020, the E-Commerce Regulation Law No. 15 of 2022, the Anti-Cyber Crimes Law No. 175 of 2018, and the applicable laws and regulations in the Arab Republic of Egypt, this contract aims to regulate the relationship of development, publishing, and usage of artificial intelligence models and technologies between the First Party (Service Provider / Model Developer) and the Second Party (Client / Beneficiary of the Models), whereby the Service Provider commits to develop, provide, train, or publish artificial intelligence models (Machine Learning, Deep Learning, Natural Language Processing, Computer Vision, Generative Models, and others) for the client, in exchange for an agreed fee, with the specification of the scope of use, intellectual property rights of the models, data used in training, performance and accuracy guarantees, confidentiality and data protection terms, party responsibilities, compensation and penalties conditions, rights of termination and cancellation, all within a framework of transparency and commitment to the highest standards of development and use of artificial intelligence and the governing laws in the Arab Republic of Egypt. The parties have agreed to the following:

Article (1) Definitions of the Contract
1- The words and phrases below—wherever they appear in this contract—shall have the meanings set forth alongside each, unless the context of the text requires a different meaning:
2- Contract: Refers to this Artificial Intelligence Agreement in its entirety, including its terms and appendices, with its preamble constituting an integral part thereof.
3- Service Provider: The first party to this contract, which is the natural or legal person specialized in developing, providing, and disseminating artificial intelligence models and techniques.
4- Client: The second party to this contract, which is the natural or legal person that benefits from the developed or provided artificial intelligence models and techniques.
5- Models: Artificial intelligence models, including machine learning models, deep learning, natural language processing, computer vision, generative models, expert systems, optimization algorithms, and any other techniques dependent on artificial intelligence, as specified in Appendix (1) of this contract.
6- Data: All data, information, files, and content used in training, testing, operating, or improving the models, including structured and unstructured data, texts, images, audio, video, and digital data.
7- Training Data: The data used to train the models to learn patterns and relationships and make decisions.
8- Test Data: The data used to evaluate the performance and accuracy of the models after training.
9- Operational Data: The data used in running and using the models in a production environment.
10- Outputs: The results, predictions, recommendations, decisions, reports, and content generated by the models.
11- Training: The process of training the models using training data to improve their performance and accuracy.
12- Deployment: The process of installing and operating the models in a production environment for actual use by the client.
13- Fine-tuning: The process of retraining the models using additional data to enhance their performance in a specific area or task.
14- Performance Evaluation: The process of measuring the models' performance in terms of accuracy, speed, reliability, fairness, transparency, and lack of bias.
15- Bias: Any systematic deviation in the models that leads to unfair or discriminatory results against certain categories of individuals or groups.
16- Transparency: The ability to understand and explain how the models reach their decisions or outputs.
17- Contract Period: The duration during which the parties are obligated to adhere to the provisions of this contract, as specified in Article (3) of this contract.
18- Service Fees: The amount that the client is obligated to pay to the service provider in exchange for services, as specified in Article (5) of this contract.
19- Associated Parties: Includes affiliates, parent companies, sister companies, as well as directors, employees, contractors, consultants, agents, and representatives.

Article (2) Subject of the Contract and Scope of Services
1- First: The Models and Services Provided:
2- The service provider shall provide the client with services related to the following artificial intelligence models, which are detailed in Appendix (1) of this contract:
3- Model Type:  
4- Model Description:  
5- Application Domain:  
6- Data Used:  
7- Platform / Infrastructure:  
8- User Interfaces:  
9- Second: The Services Provided:
10- The services provided by the service provider include the following, which are detailed in Appendix (2) of this contract:
11- Model Development: Design, develop, program, and test artificial intelligence models according to the specified requirements.
12- Model Training: Train the models using training data, enhance their performance, and evaluate their accuracy.