This contract is concluded between the two parties whose complete details are outlined in the attached contracting form, referred to herein as "the First Party" and "the Second Party", collectively 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 (particularly Articles 138-178 regarding copyright and related rights), the Personal Data Protection Law No. 151 of 2020, the Electronic Commerce Regulation Law No. 15 of 2022, the Anti-Cybercrime Law No. 175 of 2018, and the applicable laws and regulations in the Arab Republic of Egypt, this agreement aims to regulate the joint development relationship between the cooperating parties, wherein the parties agree to collaborate to develop a product, technology, software, or innovative solutions, sharing the costs, risks, responsibilities, intellectual property rights, and returns resulting from this development, with defined contributions from each party, decision-making mechanisms, project management, intellectual property rights, confidentiality terms, profit or return distribution methods, compensation and penalties terms, and rights to terminate, all within a framework of transparency and adherence to the highest standards of cooperative collaboration and the governing laws in the Arab Republic of Egypt. The parties agree as follows:

Article (1) Definitions of the Agreement
1- The words and phrases below - wherever mentioned in this agreement - shall have the meanings specified next to them, unless the context of the text requires a different meaning:
2- The Agreement: refers to this joint development agreement with all its terms and annexes, and its preamble is an integral part thereof.
3- The Parties: includes all parties signing this agreement, each referred to as "the Party".
4- The Project: the joint development project to be executed under this agreement, detailed in Annex (1) of this agreement.
5- The Outputs: all results, products, technologies, software, systems, designs, inventions, technical know-how, and any other intellectual property developed, discovered, or created during the execution of the project.
6- Background IP: all intellectual property rights owned by any of the parties prior to the project commencement, or developed independently of it, which are utilized within the framework of the project.
7- Foreground IP: all intellectual property rights developed, discovered, or created during the execution of the project and as a result thereof.
8- Joint IP: the Foreground IP developed jointly among the parties, to which each party contributes significantly.
9- Sole IP: the Foreground IP developed solely by one of the parties without significant contribution from the others.
10- Steering Committee: the joint body comprised of representatives from each party, responsible for monitoring and managing the project and making strategic decisions.
11- Project Manager: the individual appointed by each party to oversee the daily execution of the project and coordinate among the parties.
12- Contributions: all resources (financial, human, technical, material, and intellectual property) provided by each party for the project, specified in Annex (2) of this agreement.
13- Budget: the overall budget for the project, defined in Annex (3) of this agreement.
14- Development Period: the time allocated for the development of the project, specified in Article (3) of this agreement.
15- Exploitation Period: the period during which the parties are permitted to commercially exploit the Outputs, specified in Article (9) of this agreement.
16- Royalties: the percentage of net revenues resulting from the exploitation of the Outputs that is due to each party, specified in Article (8) of this agreement.
17- Related Parties: includes subsidiaries, parent companies, affiliated companies, as well as directors, employees, contractors, consultants, agents, and representatives.

Article (2) Subject of the Agreement and Project Scope
1- First: The project subject to joint development:
2- The parties agree to cooperate to develop the following project, detailed in Annex (1) of this agreement:
3- Project Name:  
4- Project Description:  
5- Expected Outputs:  
6- Field of Application:  
7- Second: Project Objectives:
8-  
9-  
10-  
11- Third: Scope of Collaboration:
12- The collaboration between the parties is limited to the project specified in this agreement.
13- This agreement does not obligate any of the parties to collaborate on any other projects outside the scope of this agreement.
14- The parties may, with mutual written consent, amend or expand the scope of the project through a modification annex to this agreement.

Article (3) Duration of the Agreement
1- This agreement is concluded for a duration of  , commencing from the date  , and ending on  .
2- Development Period: begins from the date of signing and lasts for   months.
3- Testing Period: begins after the development period ends and lasts for   months.