Exclusive Perpetual License for United Arab Emirates

Exclusive Perpetual License Template for United Arab Emirates

This document is a comprehensive Exclusive Perpetual License agreement governed by UAE law, designed to grant exclusive and permanent rights to use specific intellectual property. It incorporates provisions compliant with UAE Federal Laws, including the UAE Copyright Law, Industrial Property Law, and relevant commercial regulations. The agreement details the scope of licensed rights, quality control measures, payment terms, and ongoing obligations of both parties, while ensuring compliance with UAE competition laws and commercial practices. It includes robust protection mechanisms for intellectual property rights and clear provisions for enforcement under UAE jurisdiction.

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What is a Exclusive Perpetual License?

This Exclusive Perpetual License agreement template is designed for use in the United Arab Emirates when a rights holder wishes to grant permanent and exclusive rights to their intellectual property to another party. The document is particularly useful in situations involving valuable intellectual property assets such as technology, software, patents, or branded content where the licensee requires exclusive market access. It incorporates all necessary elements required under UAE federal laws, including the UAE Federal Law No. 7 of 2002 (Copyright Law) and related intellectual property regulations. The agreement contains comprehensive provisions for quality control, payment structures, and enforcement mechanisms, making it suitable for high-value licensing arrangements where the parties intend to establish a long-term exclusive relationship.

What sections should be included in a Exclusive Perpetual License?

1. Parties: Identification of licensor and licensee with full legal names and addresses

2. Background: Context of the agreement and brief description of the intellectual property being licensed

3. Definitions: Detailed definitions of terms used throughout the agreement

4. Grant of License: Explicit statement of exclusive perpetual rights being granted, including scope and territory

5. License Fee and Payment Terms: Details of one-time fees, recurring royalties, and payment mechanics

6. Intellectual Property Rights: Confirmation of ownership and protection of IP rights

7. Quality Control: Standards and requirements for use of licensed property

8. Obligations of the Parties: Specific duties and responsibilities of both licensor and licensee

9. Representations and Warranties: Standard warranties regarding ownership, right to license, and non-infringement

10. Indemnification: Mutual indemnification provisions for third-party claims

11. Confidentiality: Protection of confidential information exchanged under the agreement

12. Term and Termination: Duration of agreement and grounds for termination despite perpetual nature

13. Effects of Termination: Consequences and obligations upon termination

14. Governing Law and Jurisdiction: Specification of UAE law and jurisdiction

15. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment

What sections are optional to include in a Exclusive Perpetual License?

1. Sub-licensing Rights: Include when licensee is permitted to grant sub-licenses

2. Improvements: Include when dealing with technology licenses where improvements may be developed

3. Export Control: Include when licensed property may be subject to export regulations

4. Source Code Escrow: Include for software licenses where source code protection is needed

5. Insurance: Include when specific insurance requirements are necessary for risk management

6. Audit Rights: Include when licensor requires right to audit licensee's use or royalty calculations

7. Marketing and Promotion: Include when specific marketing requirements or restrictions apply

8. Competition Restrictions: Include when additional non-compete provisions are necessary

What schedules should be included in a Exclusive Perpetual License?

1. Schedule 1 - Licensed Property: Detailed description of intellectual property being licensed

2. Schedule 2 - Technical Specifications: Technical details and requirements for licensed property

3. Schedule 3 - Quality Control Requirements: Detailed quality standards and testing procedures

4. Schedule 4 - Fee Schedule: Detailed breakdown of all fees, royalties, and payment terms

5. Schedule 5 - Approved Form of Sub-license: Template for sub-licensing if permitted

6. Appendix A - Territory Definition: Detailed description of geographic territory covered by license

7. Appendix B - Approved Uses: Specific permitted uses of the licensed property

8. Appendix C - Brand Guidelines: Guidelines for use of licensed trademarks or branding elements

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Publisher

Genie AI

Document Type

License Agreement

Sector

IP

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Technology & Software

Pharmaceuticals & Healthcare

Manufacturing & Industrial

Media & Entertainment

Consumer Products

Telecommunications

Biotechnology

Automotive

Fashion & Luxury Goods

Research & Development

Relevant Teams

Legal

Intellectual Property

Commercial

Business Development

Research & Development

Finance

Technology

Compliance

Operations

Strategy

Relevant Roles

Chief Legal Officer

Intellectual Property Counsel

Commercial Director

Chief Technology Officer

Licensing Manager

Business Development Director

Chief Executive Officer

Contract Manager

IP Portfolio Manager

General Counsel

Head of Research & Development

Chief Commercial Officer

Technology Transfer Manager

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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