This On Premise Software License Agreement is designed for use in the United Arab Emirates when a software vendor wishes to license their software product for installation and use on a customer's local infrastructure. The agreement complies with UAE Federal laws governing electronic transactions, intellectual property rights, and data protection, making it suitable for both domestic and international software vendors operating in the UAE market. It contains comprehensive provisions for software usage rights, technical requirements, support services, and compliance obligations, while incorporating necessary protections for both licensor and licensee. This document is particularly important in scenarios where organizations require direct control over their software infrastructure and data storage, as opposed to cloud-based solutions, and need to ensure compliance with UAE regulatory requirements.
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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 software and its intended use
3. Definitions: Detailed definitions of terms used throughout the agreement
4. License Grant: Scope of the software license, including usage rights and restrictions
5. Delivery and Installation: Terms for software delivery, installation requirements and acceptance procedures
6. License Fees: Payment terms, fee structure, and payment schedules
7. Intellectual Property Rights: Protection of IP rights, ownership declarations, and infringement provisions
8. Confidentiality: Protection of confidential information and trade secrets
9. Warranties and Representations: Software performance warranties and compliance with UAE laws
10. Support and Maintenance: Terms for technical support, updates, and maintenance services
11. Data Protection and Security: Compliance with UAE data protection laws and security requirements
12. Limitation of Liability: Liability caps and exclusions permitted under UAE law
13. Term and Termination: Duration of agreement, renewal terms, and termination rights
14. Governing Law and Jurisdiction: UAE law as governing law and jurisdiction provisions
15. General Provisions: Standard boilerplate clauses including notice, assignment, and entire agreement
1. Third Party Software: Required when the software includes third-party components, detailing additional terms and restrictions
2. Hardware Requirements: Include when specific hardware configurations are required for software operation
3. Export Controls: Necessary when software is subject to UAE or international export restrictions
4. Disaster Recovery: Include for critical software applications requiring business continuity provisions
5. Source Code Escrow: Optional protection for licensee through source code escrow arrangements
6. Professional Services: Include when additional implementation or consulting services are provided
7. Service Level Agreement: Required when specific performance levels are guaranteed
8. Insurance Requirements: Include for high-value or mission-critical software implementations
1. Software Description: Detailed technical specifications and functionality of the licensed software
2. License Fees and Payment Schedule: Detailed breakdown of all fees, payment terms and schedules
3. Technical Requirements: Minimum system requirements and technical specifications
4. Support and Maintenance Services: Detailed description of support levels, response times and maintenance terms
5. Acceptable Use Policy: Detailed terms of acceptable use and restrictions
6. Data Processing Terms: Specific terms for handling personal data in compliance with UAE law
7. Implementation Plan: Timeline and milestones for software implementation
8. Security Requirements: Detailed security protocols and requirements
Relevant legal definitions
Acceptance Criteria
Acceptance Tests
Affiliate
Authorized Users
Business Day
Confidential Information
Configuration
Documentation
Effective Date
Error
Fees
Force Majeure Event
Hardware Requirements
Implementation Services
Intellectual Property Rights
License
License Fee
License Term
Licensed Software
Maintenance Services
Modifications
Normal Business Hours
On-Premise Installation
Operating Environment
Permitted Purpose
Personal Data
Professional Services
Security Requirements
Service Level Agreement
Software
Software Updates
Source Code
Specifications
Support Hours
Support Services
System Administrator
Technical Requirements
Term
Territory
Third Party Software
Updates
Upgrade
User Account
User Documentation
Virus
Warranty Period
Work Product
Acceptance Tests
Affiliate
Authorized Users
Business Day
Confidential Information
Configuration
Documentation
Effective Date
Error
Fees
Force Majeure Event
Hardware Requirements
Implementation Services
Intellectual Property Rights
License
License Fee
License Term
Licensed Software
Maintenance Services
Modifications
Normal Business Hours
On-Premise Installation
Operating Environment
Permitted Purpose
Personal Data
Professional Services
Security Requirements
Service Level Agreement
Software
Software Updates
Source Code
Specifications
Support Hours
Support Services
System Administrator
Technical Requirements
Term
Territory
Third Party Software
Updates
Upgrade
User Account
User Documentation
Virus
Warranty Period
Work Product
Clauses
License Grant
Usage Rights
License Restrictions
Installation
Acceptance Testing
Technical Requirements
Payment Terms
Intellectual Property
Confidentiality
Data Protection
Privacy
Warranties
Support and Maintenance
Service Levels
Security Requirements
Audit Rights
Performance Standards
Liability
Indemnification
Insurance
Term and Termination
Force Majeure
Assignment
Dispute Resolution
Governing Law
Notices
Anti-Bribery
Export Control
Source Code Escrow
Implementation
Training
Documentation
Business Continuity
Compliance with Laws
Third Party Rights
Entire Agreement
Usage Rights
License Restrictions
Installation
Acceptance Testing
Technical Requirements
Payment Terms
Intellectual Property
Confidentiality
Data Protection
Privacy
Warranties
Support and Maintenance
Service Levels
Security Requirements
Audit Rights
Performance Standards
Liability
Indemnification
Insurance
Term and Termination
Force Majeure
Assignment
Dispute Resolution
Governing Law
Notices
Anti-Bribery
Export Control
Source Code Escrow
Implementation
Training
Documentation
Business Continuity
Compliance with Laws
Third Party Rights
Entire Agreement
Relevant Industries
Technology
Banking and Financial Services
Healthcare
Education
Government and Public Sector
Retail
Manufacturing
Telecommunications
Oil and Gas
Professional Services
Real Estate
Hospitality
Transportation and Logistics
Media and Entertainment
Relevant Teams
Legal
Information Technology
Procurement
Finance
Information Security
Risk and Compliance
Operations
Software Asset Management
Infrastructure
Vendor Management
Relevant Roles
Chief Information Officer
IT Director
Legal Counsel
Procurement Manager
Software License Manager
Information Security Officer
Chief Technology Officer
Contract Manager
IT Operations Manager
Chief Financial Officer
Risk and Compliance Manager
Enterprise Architect
IT Infrastructure Manager
Software Asset Manager
Legal Operations Manager
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