Technology License Agreement for United Arab Emirates

Technology License Agreement Template for United Arab Emirates

A comprehensive legal agreement governed by UAE law that establishes the terms and conditions for licensing technology, software, or intellectual property rights. This document addresses key aspects including license scope, usage rights, territorial restrictions, fees, and technical support obligations while ensuring compliance with UAE's federal laws, including Federal Law No. 7 of 2002 on Copyrights and Related Rights, and recent data protection regulations. The agreement incorporates specific provisions required under UAE jurisdiction, such as compliance with local content requirements, government approval processes where necessary, and dispute resolution mechanisms recognized in the UAE.

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What is a Technology License Agreement?

The Technology License Agreement serves as a crucial legal framework for technology transfer and implementation in the United Arab Emirates. This document is essential when a technology owner (licensor) wishes to grant rights to another party (licensee) to use, implement, or commercialize specific technology solutions while maintaining ownership rights. The agreement must comply with UAE's technology-related legislation, including intellectual property laws, data protection regulations, and sector-specific requirements. It's particularly relevant in the context of UAE's digital transformation initiatives and growing technology sector. The document typically includes detailed provisions on technical specifications, implementation requirements, support services, and compliance with local regulations. This agreement type is commonly used for software licensing, technology transfer projects, and digital solution implementations across various industries in the UAE market.

What sections should be included in a Technology License Agreement?

1. Parties: Identification of the licensor and licensee, including full legal names, registration details, and addresses

2. Background: Context of the agreement, brief description of the technology, and the parties' intentions

3. Definitions: Detailed definitions of technical terms, licensed technology, and key concepts used throughout the agreement

4. License Grant: Scope of the license, including territory, exclusivity/non-exclusivity, and permitted uses

5. License Fees and Payment Terms: Financial terms, payment schedule, calculation of royalties, and payment methods

6. Protection of Intellectual Property Rights: Ownership declarations, IP protection measures, and handling of improvements

7. Technical Support and Maintenance: Support services, maintenance obligations, and service level commitments

8. Confidentiality: Protection of confidential information, trade secrets, and data security requirements

9. Term and Termination: Duration of the agreement, renewal terms, and termination rights

10. Warranties and Representations: Standard warranties regarding ownership, non-infringement, and technology performance

11. Limitation of Liability: Liability caps and exclusions compliant with UAE law

12. Compliance with Laws: Obligations to comply with UAE laws, export controls, and regulatory requirements

13. Governing Law and Dispute Resolution: UAE law as governing law, jurisdiction, and dispute resolution mechanisms

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

What sections are optional to include in a Technology License Agreement?

1. Source Code Escrow: Required when source code access might be needed for business continuity

2. Data Protection: Mandatory when the technology processes personal data, ensuring compliance with UAE data protection laws

3. Training: Include when the license includes training services for licensee's personnel

4. Export Controls: Required for technology subject to international export control regulations

5. Localization Requirements: Include when technology needs to be adapted for UAE market

6. Government Approval: Required when technology requires specific UAE government approvals or permits

7. Shariah Compliance: Include for financial technology or when specifically required by UAE parties

8. Performance Metrics: Include when specific performance standards or KPIs are crucial

9. Sublicensing Rights: Include when sublicensing is permitted under specific conditions

10. Competition Compliance: Required for exclusive licenses or market restrictions

What schedules should be included in a Technology License Agreement?

1. Schedule 1 - Licensed Technology: Detailed technical specifications and description of the licensed technology

2. Schedule 2 - License Fees: Detailed breakdown of all fees, royalties, and payment calculations

3. Schedule 3 - Technical Support Services: Detailed scope of support services and service level agreements

4. Schedule 4 - Implementation Plan: Timeline and milestones for technology implementation

5. Schedule 5 - Acceptance Testing: Testing procedures and acceptance criteria

6. Schedule 6 - Security Requirements: Technical and organizational security measures

7. Schedule 7 - Approved Sublicensees: List of approved sublicensees if applicable

8. Appendix A - Technical Documentation: User manuals, technical specifications, and documentation

9. Appendix B - Support Contact Details: Contact information and escalation procedures for technical support

10. Appendix C - Compliance Certificates: Relevant regulatory or compliance certificates

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

Healthcare

Financial Services

Telecommunications

Manufacturing

Education

Energy

Defense & Security

E-commerce

Transportation & Logistics

Smart Government

Media & Entertainment

Real Estate & Construction

Retail

Professional Services

Relevant Teams

Legal

Information Technology

Intellectual Property

Commercial

Compliance

Research and Development

Product Development

Information Security

Operations

Business Development

Technical Support

Innovation

Digital Transformation

Risk Management

Procurement

Relevant Roles

Chief Technology Officer

Legal Counsel

IP Manager

Technology Licensing Manager

Commercial Director

Head of Innovation

Compliance Officer

Contract Manager

Business Development Director

Chief Information Officer

Technical Implementation Manager

Digital Transformation Lead

Research and Development Director

Product Manager

Solutions Architect

Information Security Officer

Industries
UAE Federal Law No. 7 of 2002 on Copyrights and Related Rights: Governs copyright protection, including software and digital content licensing. Essential for defining the scope of licensed technology and protection of intellectual property rights.
UAE Federal Law No. 17 of 2002 on Industrial Property Rights: Covers patents, industrial designs, and trade secrets. Critical for protecting proprietary technology and determining licensable rights.
UAE Federal Law No. 37 of 1992 on Trademarks: Regulates trademark usage and licensing, important for brand elements included in technology licenses.
UAE Federal Law No. 18 of 1993 (Commercial Transactions Law): Provides framework for commercial contracts and transactions, including general principles applicable to licensing agreements.
UAE Federal Law No. 1 of 2006 on Electronic Commerce and Transactions: Governs electronic transactions and digital signatures, relevant for technology licensing and implementation.
UAE Federal Law No. 2 of 2019 on the Use of ICT in Healthcare: Specific regulations for health technology, relevant if the licensed technology involves healthcare applications.
UAE Federal Decree-Law No. 45 of 2021 on Personal Data Protection: Regulates data protection and privacy, crucial for technology involving personal data processing.
UAE Federal Law No. 5 of 1985 (Civil Code): Provides general principles of contract law and obligations that apply to all agreements in the UAE.
UAE Federal Law No. 4 of 2012 on Competition: Regulates anti-competitive practices, relevant for exclusive licensing arrangements and market restrictions.
UAE Cabinet Resolution No. 1 of 2014 regarding Smart Government Initiative: Guidelines for digital government services, relevant for technology licenses involving government entities or services.
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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