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Commercial License Agreement
"I need a Commercial License Agreement for licensing our educational technology software to Saudi universities, with specific provisions for data protection and Arabic language localization requirements, planned to commence from March 2025."
1. Parties: Identification of the licensor and licensee, including full legal names, commercial registration numbers, and authorized representatives
2. Background: Context of the agreement, nature of the licensed material/rights, and general business purpose
3. Definitions: Detailed definitions of key terms used throughout the agreement, including technical and legal terminology
4. Grant of License: Scope of the license, including territory, exclusivity/non-exclusivity, and permitted uses
5. License Fees and Payment Terms: Financial terms, payment schedule, currency, and payment methods compliant with Saudi banking regulations
6. Term and Termination: Duration of the agreement, renewal terms, and circumstances for termination
7. Licensee Obligations: Core responsibilities of the licensee including usage restrictions and compliance requirements
8. Licensor Obligations: Core responsibilities of the licensor including support and maintenance obligations
9. Intellectual Property Rights: Protection and ownership of IP rights, including any modifications or improvements
10. Confidentiality: Protection of confidential information and trade secrets
11. Warranties and Representations: Standard warranties and representations from both parties, ensuring Sharia compliance
12. Limitation of Liability: Limitations on liability and indemnification provisions
13. Governing Law and Jurisdiction: Explicit reference to Saudi law and jurisdiction of Saudi courts
14. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement
1. Quality Control: Required when licensing involves products or services that need to meet specific quality standards
2. Training and Support: Include when the license requires technical support or training services
3. Export Control: Required when licensed materials may be subject to export restrictions
4. Data Protection: Include when the license involves processing of personal or sensitive data
5. Insurance: Required when specific insurance coverage is necessary for the licensed activities
6. Source Code Escrow: Include for software licenses where source code protection is required
7. Anti-Corruption Compliance: Required for high-value licenses or government-related contracts
8. Force Majeure: Include specific provisions for unforeseen circumstances affecting performance
9. Shariah Compliance Declaration: Required when the agreement needs explicit Shariah compliance confirmation
10. Localization Requirements: Include when licensed material needs to be adapted for the Saudi market
1. Schedule 1 - Licensed Materials: Detailed description of all materials, products, or rights being licensed
2. Schedule 2 - Technical Specifications: Technical requirements and specifications for the licensed materials
3. Schedule 3 - Fee Schedule: Detailed breakdown of all fees, royalties, and payment terms
4. Schedule 4 - Service Level Agreement: Performance metrics and service levels for support and maintenance
5. Schedule 5 - Approved Sub-licensees: List of approved sub-licensees if sub-licensing is permitted
6. Schedule 6 - Territory Definition: Detailed description of the geographic territory covered by the license
7. Appendix A - Compliance Requirements: Specific regulatory and compliance requirements under Saudi law
8. Appendix B - Quality Control Standards: Detailed quality control procedures and standards
9. Appendix C - Required Certifications: List of required certifications and regulatory approvals
10. Appendix D - Contact Details: Key contact information for both parties including escalation procedures
Authors
Agreement
Applicable Law
Approved Purpose
Authorized Users
Business Day
Commencement Date
Commercial Registration
Confidential Information
Effective Date
Force Majeure Event
Gross Revenue
Improvements
Initial Term
Intellectual Property Rights
License
Licensed Materials
Licensed Products
Licensed Territory
Licensee
Licensor
Losses
Minimum Performance Requirements
Net Sales
Notice
Payment Terms
Quality Standards
Quarterly Report
Regulatory Approvals
Renewal Term
Royalties
SAIP
Saudi Law
Sharia Compliant
Specifications
Sub-license
Technical Documentation
Term
Third Party
Trade Marks
Updates
Working Hours
Definitions and Interpretation
Grant of License
License Scope
Territory Restrictions
Term and Duration
Payment and Fees
Royalty Calculations
Payment Terms
Performance Requirements
Quality Control
Technical Support
Training Requirements
Intellectual Property Rights
Ownership of Improvements
Confidentiality
Data Protection
Warranties and Representations
Indemnification
Limitation of Liability
Insurance
Record Keeping
Audit Rights
Regulatory Compliance
Export Control
Anti-Corruption
Force Majeure
Assignment and Sub-licensing
Termination Rights
Post-Termination Obligations
Dispute Resolution
Governing Law
Notices
Entire Agreement
Amendments
Severability
Language
Counterparts
Sharia Compliance
Local Agent Requirements
Registration Requirements
Technology and Software
Manufacturing
Healthcare and Pharmaceuticals
Education and Training
Retail and Consumer Goods
Financial Services
Telecommunications
Entertainment and Media
Industrial and Engineering
Energy and Utilities
Professional Services
Real Estate and Construction
Legal
Commercial
Compliance
Business Development
Intellectual Property
Operations
Risk Management
Strategy
Corporate Affairs
Procurement
Finance
Technology Transfer
Legal Counsel
Commercial Director
Licensing Manager
Business Development Manager
Compliance Officer
Intellectual Property Manager
Contract Administrator
Chief Legal Officer
Chief Commercial Officer
Regional Director
Operations Manager
Risk Manager
Strategy Director
Technology Transfer Officer
Corporate Secretary
General Counsel
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