Saudi-law review of a commercial partnership agreement (healthcare software, government end client)

Saudi-law review of a commercial partnership agreement (healthcare software, government end client) / Saudi Arabia About us We are a US (Delaware) healthcare technology company with an AI pharmacogenomics and clinical decision support software platform. We are entering an exclusive commercial reseller and distribution partnership in the Kingdom of Saudi Arabia with a newly formed Saudi LLC. The end-client path runs to a Saudi government ministry and a government hospital. Who we are looking for A qualified lawyer with substantive Saudi commercial law experience. You may be based in the Kingdom, or outside it (including Canada) if you have genuine Saudi practice depth. Please tell us which. An NDA will be executed before any documents are shared, and specific counterparty names are withheld until then. Scope 1. Review of the Strategic Partnership Agreement, with attention to territory, exclusivity, term and termination, and performance minimums. 2. Whether the arrangement is characterized as a commercial agency or a distributorship under Saudi law, and what that means for registration, termination rights, and any compensation on exit. 3. Anti-corruption. We would be reaching government buyers through a third-party intermediary. We want FCPA and Canadian CFPOA diligence, representations, and audit rights scoped into this engagement rather than handled separately later. If CFPOA sits outside your remit, say so and we will route that piece to Canadian counsel. 4. Whether the partners' current employment with an existing Saudi employer creates conflict or non-compete exposure that reaches us. 5. Protecting a carve-out for a client relationship we sourced independently, which should sit outside the new entity's commission. 6. Data residency and regulatory allocation. We have offered in-Kingdom hosting of genomic data. Underlying regulatory advice will be sourced separately through an in-Kingdom consultancy, so please exclude it from your quote. What we need from you is how those obligations are allocated in the agreement, specifically who bears the compliance risk and cost if data localization or medical-device software requirements change. 7. Governing law, dispute resolution, and arbitration seat. Deliverable: a written memorandum addressing the seven items in the order listed, with recommended redline language where a clause should change.