Procurement, how to buy Citrate

The non-sensitive shape of a Citrate procurement: a master agreement, order forms, and statements of work. This page is for contracted and identity-verified principals planning a purchase. Deal-specific economics, named parties, and rate cards are negotiated privately and are not published here. Nothing on this page is a binding offer.

What it is

Citrate is procured as software you run, not a hosted service. The software is delivered to infrastructure you control, and you operate it; there is no vendor-operated hosting environment. The standard commercial structure has three layers:

1. A master license and implementation services agreement, the umbrella contract that governs the relationship: definitions, IP ownership, confidentiality, warranties, indemnification, limitation of liability, term and termination, and dispute resolution. Signed once.
2. Order forms. Each transaction, a license procurement, an implementation engagement, or ongoing support, is issued as an order form under the master agreement. An order form carries the commercial specifics for that transaction and prevails over the master agreement for the deal it governs.
3. Statements of work. Implementation is scoped phase by phase as statements of work, signed by a joint steering committee, and billed on a time-and-materials basis against a rate card.

Three commercial properties are fixed, not negotiable per deal:

• On-premise, customer-controlled delivery. The software is delivered; you operate it. There is no vendor-operated hosting environment.
• No data services. The software operator does not host, store, transmit, process, or access customer data, and is not a data processor, controller, business associate, or sub-processor under any regime. This keeps the operator outside your authorization boundary. See compliance posture.
• A one-time perpetual license for the software, plus separately billed time-and-materials implementation. There is no recurring subscription or usage fee for the license itself.

How to use it

A typical deal proceeds in this order.

1. Introduction and mutual non-disclosure, before any deal-specific material is shared.
2. Discovery, the first implementation phase: an assessment of your environment, identity provider, monitoring stack, and compliance posture.
3. The master agreement and the first order form for the license, executed with the deal-specific economics filled in by the commercial team and outside counsel.
4. Statements of work per phase: discovery, then installation and configuration, then integration and validation, then knowledge transfer and operator training, then acceptance testing.
5. Acceptance and escrow. The acceptance certificate triggers the final license milestone, and the source escrow is deposited.
6. Optional ongoing support or a resale track, each via a separate order form.

To receive the procurement template, the master agreement, and the rate card under agreement, contact the commercial team through your account channel. Per-deal materials are released after non-disclosure and identity verification. See district registration for the K-12 onboarding path specifically.

Reference

The procurement template, citrate-commercial/CITRATE_PROCUREMENT_ORDER_FORM.md, defines the following components at a structural level.

Component	What it covers, non-sensitive
Order form, license	Effective date, parties, a fee schedule keyed to milestones (execution, delivery, acceptance), location of use, and hosting marked not applicable because delivery is on-premise.
Order form, implementation	A phased engagement scoped against a rate card, invoiced monthly in arrears, governed by a steering committee.
License grant	Perpetual, non-exclusive, worldwide; rights to use, copy, modify, deploy, and white-label on customer-controlled infrastructure; restrictions on standalone resale and on open-sourcing.
Deliverables at delivery	Source, reproducible-build binaries, smart-contract source and tests, a documentation set, TLA+ specifications, build and test scripts, and detached cryptographic signatures over every artifact.
Acceptance testing	A defined window, 90 days by default, with an acceptance-certificate or rejection-notice path, and deemed acceptance if neither issues.
No-data-services carve-out	The explicit, absolute statement that the operator never holds customer data, central to your compliance boundary.
Master agreement terms	Confidentiality, IP ownership, fees and payment, warranties, indemnification, limitation of liability, term and termination, governing law, and arbitration.
Source-code escrow	A deposit with a mutually agreed escrow agent, with defined release conditions: insolvency, cessation of operations, or an uncured warranty breach.
Resale addendum	An optional, separately executed track if you later wish to resell the software.

The supporting templates in citrate-commercial/commercial/ cover the federal procurement path: a commercial-item determination, representations and certifications, a statement-of-work template, a mutual non-disclosure template, a source-code escrow agreement, and an acceptance test plan, among others. They are released to contracted principals, not authored in this docs tree.

Design rationale

The structure exists to remove negotiation friction rather than create it. A perpetual license plus time-and-materials implementation separates what you own from what you pay people to do, so the two are priced and accepted independently. The no-data-services carve-out is the load-bearing term: because the operator never holds your data, your own assessment governs the regulated workload, and a contracting officer's questions have clean answers. The mandatory knowledge-transfer phase exists so your own operations team can run the deployment without us, which is the point of buying software you run.

Failure modes and honest gaps

• The procurement template is a draft for legal review. Outside counsel reviews every clause against your deal context, jurisdiction, and regulatory profile before execution.
• The structure is final; the economics are not. Dollar values, dates, the customer entity, hosting locations, and warranty scope are negotiated per deal and are not published here.
• Implementation estimates are good-faith estimates only. Actual hours are invoiced against the rate card.
• Acceptance has a deadline. If you issue neither an acceptance certificate nor a rejection notice within the acceptance window, acceptance is deemed automatic.

Access and canon

This page is the commercial-tier structural summary, shared with contracted and identity-verified principals so a buyer's procurement team can plan. The terms and economics are gated to the private citrate-commercial repo. No dollar values, named customer or vendor entities, rate-card figures, patent schedule, signatory personal data, or hosting addresses are reproduced here; those are deal-specific and confidential. Per-company spaces are provisioned at runtime per contract and are not authored in this docs tree. For where the operator sits in your authorization boundary, see compliance posture.

Source and verification

Source: citrate-commercial/CITRATE_PROCUREMENT_ORDER_FORM.md and the templates under citrate-commercial/commercial/ (private repo). Audited against citrate-commercial SHA fea06db. Status: Specified. The procurement structure is written down and current as of that SHA; it is a template for legal review, not an executed agreement, and the deal-specific terms it brackets are negotiated privately.