This contract is made between the two parties, whose full data is detailed in the attached contracting form, referred to herein as "First Party" (Seller / Developer) and "Second Party" (Buyer / Client), collectively referred to as "the Parties." According to the provisions of the Egyptian Civil Law No. 131 of 1948, the Intellectual Property Rights Protection Law No. 82 of 2002 (especially articles 138-178 pertaining to copyright and related rights), Commercial Law No. 17 of 1999, Personal Data Protection Law No. 151 of 2020, E-Commerce Regulation Law No. 15 of 2022, and Anti-Cyber Crime Law No. 175 of 2018, as well as the laws and regulations in force in the Arab Republic of Egypt, this contract aims to organize the sale and transfer of ownership of the source code and software between the First Party (Seller / Developer) and the Second Party (Buyer / Client), whereby the Seller is committed to transferring ownership of the source code, executable code, databases, documentation, and all associated software components to the Buyer, while ensuring intellectual property rights, code quality, defect-free conditions, and guarantees against infringement of third-party rights, in exchange for an agreed price, while defining delivery conditions, quality guarantees, post-sale technical support, compensation and penalties, and rights to rescind and terminate the agreement, all within a framework of transparency and adherence to the highest standards of intellectual property protection and the applicable 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 mentioned below, wherever they appear in this contract, shall have the meanings specified alongside each, unless the context requires a different meaning:
2- The Contract: Refers to this sale and delivery agreement of the source code in all its clauses and appendices, with its preamble being an integral part thereof.
3- Seller: The First Party in this contract, the developer or the company owning the source code and software, which sells and transfers its ownership to the Buyer.
4- Buyer: The Second Party in this contract, the natural or legal person who purchases the source code and software, obtaining its ownership.
5- Software: The software system, application, platform, program, or software component subject to sale, specified in detail in Appendix (1) of this contract.
6- Source Code: The programming codes written in programming languages (such as Java, Python, C#, JavaScript, PHP, etc.) that constitute the software and can be read and modified by programmers, including all files, libraries, frameworks, dependencies, build tools, and configuration files.
7- Executable Code: The compiled or interpreted programming codes (such as .exe files, .dll, .jar, .apk, .ipa, .wasm) that can be run and executed on devices or servers.
8- Database: The structured data storage system of the software (such as SQL, MySQL, PostgreSQL, MongoDB), including the database schema, stored procedures, seed data, and any other data related to the software.
9- Documentation: All technical, operational, and administrative documents related to the software, including design documents, developer documents, user documents, operational documents, API documentation, and installation and deployment guides.
10- Dependencies: All external libraries, frameworks, tools, and software components relied upon by the software, including the related licenses.
11- Deliverables: All components that the Seller is obliged to deliver to the Buyer, including the source code, executable code, database, documentation, dependencies, and any other materials agreed upon.
12- Quality Assurance: The Seller's commitment to the quality of the source code, ensuring it is free from substantial defects, and that it conforms to the agreed specifications.
13- Warranty Period: The duration during which the Seller guarantees the quality of the source code and its freedom from defects, as specified in Article (6) of this contract.
14- Post-Sale Technical Support: The technical support services that the Seller is obliged to provide to the Buyer after the delivery of the source code, including assistance with installation, operation, troubleshooting, as specified in Article (7) of this contract.
15- Sale Price: The amount of money that the Buyer is obliged to pay to the Seller in exchange for purchasing the source code and software, as specified in Article (5) of this contract.
16- Associated Parties: Includes subsidiaries, parent companies, sister companies, as well as directors, employees, contractors, consultants, agents, and representatives.

Article (2) Subject of the Contract and Scope of Software
1- First: Software Subject to Sale:
2- The Seller sells to the Buyer the following software, specified in detail in Appendix (1) of this contract:
3- Software Name:  
4- Software Version:  
5- Software Description:  
6- Languages and Technologies Used:  
7- Supported Platforms:  
8- Dependencies:  
9- Size of Source Code:  
10- Number of Databases:  
11- Second: Deliverables: