Master Use License Agreement for United Arab Emirates

Master Use License Agreement Template for United Arab Emirates

A comprehensive legal agreement governed by UAE law that establishes the terms and conditions under which one party (the licensor) grants another party (the licensee) the right to use specific software, content, or intellectual property. The agreement complies with UAE federal laws and regulations, including Federal Law No. 7 of 2002 on Copyrights and Related Rights, and addresses key aspects such as usage rights, restrictions, payment terms, intellectual property protection, and compliance requirements. It serves as a master agreement that can govern multiple subsequent license transactions through schedules or addenda, providing a flexible framework for ongoing business relationships in the UAE market.

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What is a Master Use License Agreement?

The Master Use License Agreement is a fundamental document used in the UAE business environment to establish and govern the relationship between providers and users of software, content, or other intellectual property. This agreement type is particularly relevant in the UAE's growing technology sector and is structured to comply with UAE federal laws, including intellectual property, commercial, and data protection regulations. The document serves as a master framework that can be referenced by subsequent license transactions, reducing the need for multiple individual agreements. It includes comprehensive terms covering usage rights, restrictions, compliance requirements, and commercial terms, while addressing UAE-specific legal requirements and business practices. The agreement is typically used when a business plans to establish a long-term licensing relationship with multiple potential future transactions or when deploying licensed materials across multiple corporate entities or projects within the UAE.

What sections should be included in a Master Use License Agreement?

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

2. Background: Context of the agreement and brief description of the licensed material and business relationship

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

4. Grant of License: Scope and nature of the license being granted, including territory (UAE) and any restrictions

5. License Fees and Payment Terms: Financial terms, payment schedules, and currency specifications

6. Intellectual Property Rights: Declaration of ownership and protection of IP rights as per UAE law

7. Use Restrictions: Specific limitations on use, prohibited activities, and usage boundaries

8. Term and Termination: Duration of agreement, renewal terms, and termination conditions

9. Confidentiality: Protection of confidential information and trade secrets

10. Warranties and Representations: Promises and guarantees made by each party

11. Limitation of Liability: Limits on parties' liability in accordance with UAE law

12. Indemnification: Obligations to protect against third-party claims

13. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes

14. General Provisions: Standard boilerplate clauses including notices, assignment, and severability

What sections are optional to include in a Master Use License Agreement?

1. Data Protection and Privacy: Required when licensed material involves personal data processing or storage

2. Service Levels: Include when the license includes service level commitments

3. Maintenance and Support: Required when ongoing technical support or maintenance is part of the license

4. Disaster Recovery: Include for critical software or systems requiring business continuity measures

5. Export Control: Required when licensed material may be subject to export restrictions

6. Source Code Escrow: Include when source code access might be needed under specific conditions

7. Training and Implementation: Required when the license includes implementation services or training

8. Audit Rights: Include when usage monitoring and audit rights are necessary

What schedules should be included in a Master Use License Agreement?

1. Schedule 1 - Licensed Materials: Detailed description of all materials covered by the license

2. Schedule 2 - Technical Requirements: Technical specifications and system requirements

3. Schedule 3 - Fee Schedule: Detailed breakdown of all fees, payment terms, and calculations

4. Schedule 4 - Service Levels: Detailed service level agreements and metrics

5. Schedule 5 - Support Services: Description of support and maintenance services

6. Appendix A - Authorized Users: List of authorized users or user categories

7. Appendix B - Acceptable Use Policy: Detailed policies governing acceptable use of licensed materials

8. Appendix C - Security Requirements: Security protocols and requirements for using licensed materials

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

Information Technology

Software Development

Media and Entertainment

Financial Services

Healthcare

Education

Manufacturing

Retail

Telecommunications

Professional Services

Energy and Utilities

Government and Public Sector

Relevant Teams

Legal

Information Technology

Procurement

Compliance

Risk Management

Information Security

Vendor Management

Commercial Operations

Software Asset Management

Contract Administration

Relevant Roles

Chief Technology Officer

Legal Counsel

Procurement Manager

IT Director

Software Licensing Manager

Compliance Officer

Contract Manager

Chief Information Officer

Information Security Officer

Risk Manager

Commercial Director

Legal Operations Manager

Technology Procurement Specialist

Vendor Management Lead

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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