This Software License Agreement template is designed for use in the United Arab Emirates, providing a comprehensive framework for software licensing transactions. It is suitable for both B2B and B2C arrangements, incorporating necessary provisions to comply with UAE Federal laws, including intellectual property, electronic commerce, and data protection regulations. The document should be used when a software owner wishes to grant usage rights to their software while retaining ownership and controlling how the software is used. It includes essential elements such as license scope, fees, technical requirements, support services, and liability limitations, all structured to be enforceable under UAE jurisdiction. This template addresses both traditional on-premise software licensing and modern cloud-based software delivery models, making it adaptable to various technology deployment scenarios.
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1. Parties: Identification of the licensor and licensee with full legal details as required under UAE law
2. Background: Context of the agreement and brief description of the software
3. Definitions: Detailed definitions of terms used throughout the agreement
4. License Grant: Scope of the license, permitted uses, and territory restrictions
5. License Restrictions: Specific prohibitions and limitations on use of the software
6. Intellectual Property Rights: Confirmation of ownership and protection of IP rights
7. Fees and Payment Terms: License fees, payment schedule, and payment methods
8. Delivery and Installation: Terms for software delivery, installation requirements and acceptance criteria
9. Term and Termination: Duration of the license and circumstances for termination
10. Confidentiality: Protection of confidential information and trade secrets
11. Warranties and Representations: Standard warranties for software functionality and compliance with laws
12. Limitation of Liability: Limits on liability in accordance with UAE law
13. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes
1. Data Protection and Privacy: Required if the software processes personal data, ensuring compliance with UAE data protection laws
2. Professional Services: Include if implementation, training, or consulting services are provided
3. Service Levels: Required for software with uptime commitments or performance guarantees
4. Source Code Escrow: Optional protection for licensee through source code escrow arrangements
5. Maintenance and Support: Details of support services if offered separately from the main license
6. Export Controls: Required if software is subject to UAE or international export restrictions
7. Disaster Recovery: Include for business-critical software applications
8. Audit Rights: Optional section for B2B agreements to verify compliance with license terms
1. Software Description: Detailed technical specifications and functionality of the software
2. License Fees: Detailed breakdown of all applicable fees and payment schedules
3. Technical Requirements: Minimum system requirements and technical specifications
4. Service Level Agreement: Detailed performance metrics and service levels if applicable
5. Support Services: Detailed description of support and maintenance services
6. Acceptable Use Policy: Guidelines for acceptable use of the software
7. Data Processing Agreement: Required if personal data is processed, detailing data handling procedures
8. Implementation Plan: Timeline and milestones for software implementation if applicable
Relevant legal definitions
Acceptance
Affiliate
Authorized User
Business Day
Confidential Information
Documentation
Effective Date
Error
Fees
Intellectual Property Rights
License
License Key
License Term
Maintenance Services
Modifications
Normal Business Hours
Personal Data
Professional Services
Security Requirements
Service Level Agreement
Software
Source Code
Specification
Support Services
System Requirements
Territory
Third Party Software
Update
Upgrade
User Interface
User Manual
Virus
Warranty Period
Work Product
Affiliate
Authorized User
Business Day
Confidential Information
Documentation
Effective Date
Error
Fees
Intellectual Property Rights
License
License Key
License Term
Maintenance Services
Modifications
Normal Business Hours
Personal Data
Professional Services
Security Requirements
Service Level Agreement
Software
Source Code
Specification
Support Services
System Requirements
Territory
Third Party Software
Update
Upgrade
User Interface
User Manual
Virus
Warranty Period
Work Product
Clauses
License Grant
License Restrictions
Intellectual Property Rights
Payment
Delivery
Installation
Acceptance Testing
Warranties
Technical Support
Maintenance Services
Service Levels
Confidentiality
Data Protection
Audit Rights
Term
Termination
Force Majeure
Assignment
Limitation of Liability
Indemnification
Dispute Resolution
Governing Law
Compliance with Laws
Export Control
Notice
Insurance
Integration
Amendment
Severability
Third Party Rights
Entire Agreement
License Restrictions
Intellectual Property Rights
Payment
Delivery
Installation
Acceptance Testing
Warranties
Technical Support
Maintenance Services
Service Levels
Confidentiality
Data Protection
Audit Rights
Term
Termination
Force Majeure
Assignment
Limitation of Liability
Indemnification
Dispute Resolution
Governing Law
Compliance with Laws
Export Control
Notice
Insurance
Integration
Amendment
Severability
Third Party Rights
Entire Agreement
Relevant Industries
Technology
Banking and Finance
Healthcare
Retail
Manufacturing
Education
Government
Telecommunications
Professional Services
Energy
Construction
Media and Entertainment
Transportation and Logistics
Real Estate
Relevant Teams
Legal
Information Technology
Procurement
Compliance
Risk Management
Information Security
Vendor Management
Operations
Digital Transformation
Enterprise Architecture
Finance
Software Asset Management
Relevant Roles
Chief Technology Officer
Chief Information Officer
IT Director
Legal Counsel
Procurement Manager
Software Asset Manager
Compliance Officer
Contract Manager
Information Security Manager
Risk Manager
Technology Procurement Specialist
Vendor Management Officer
Digital Transformation Manager
Enterprise Architect
Operations Manager
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