The Corporate License Agreement serves as a crucial legal instrument in the United Arab Emirates' business landscape, enabling companies to authorize the use of their intellectual property, technology, or proprietary business methods while maintaining control over their assets. This document is essential when establishing business relationships involving licensing rights in the UAE, whether between local entities or in cross-border arrangements. It must comply with UAE Federal Law No. 2 of 2015 (Commercial Companies Law), Federal Law No. 37 of 1992 (Trademark Law), and other relevant regulations. The agreement is particularly important in the UAE's dynamic business environment, where technology transfer, franchising, and intellectual property commercialization are common across various free zones and mainland jurisdictions.
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1. Parties: Identification of the licensor and licensee, including full legal names, registration details, and addresses
2. Background: Context of the agreement, relationship between parties, and brief description of the licensed rights/property
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Grant of License: Scope of license, including territory, exclusivity/non-exclusivity, and permitted uses
5. License Fees and Payment Terms: Financial terms, payment schedule, currency, and payment methods
6. Term and Termination: Duration of agreement, renewal terms, and circumstances for termination
7. Obligations of Licensor: Licensor's duties, support services, and maintenance obligations
8. Obligations of Licensee: Licensee's duties, usage restrictions, and compliance requirements
9. Intellectual Property Rights: Ownership of IP, protection measures, and handling of improvements
10. Confidentiality: Protection of confidential information and trade secrets
11. Warranties and Representations: Parties' warranties regarding authority, ownership, and compliance
12. Liability and Indemnification: Limitation of liability and indemnification obligations
13. Governing Law and Jurisdiction: UAE law as governing law and jurisdiction for disputes
14. General Provisions: Standard provisions including notices, amendments, and assignment
1. Quality Control: Include when licensing involves products or services requiring quality standards
2. Sub-licensing Rights: Include when licensee may be granted rights to sub-license
3. Marketing and Promotion: Include when agreement involves branding or marketing obligations
4. Training and Support: Include when technical training or ongoing support is part of the agreement
5. Import/Export Compliance: Include when licensed products/services involve international trade
6. Data Protection: Include when personal data processing is involved
7. Source Code Escrow: Include for software licensing agreements
8. Change Control: Include when licensed property may require regular updates or modifications
1. Schedule 1 - Licensed Property: Detailed description of licensed intellectual property, products, or services
2. Schedule 2 - License Fees: Detailed breakdown of fees, royalties, and payment terms
3. Schedule 3 - Technical Specifications: Technical requirements and specifications of licensed property
4. Schedule 4 - Service Level Agreement: Performance standards and support requirements
5. Schedule 5 - Approved Sub-licensees: List of approved sub-licensees if applicable
6. Schedule 6 - Territory: Detailed description of licensed territory and any restrictions
7. Appendix A - Quality Standards: Quality control requirements and standards
8. Appendix B - Brand Guidelines: Guidelines for use of licensed brands or trademarks
Relevant legal definitions
Clauses
Relevant Industries
Technology
Manufacturing
Retail
Professional Services
Healthcare
Education
Financial Services
Media and Entertainment
Telecommunications
Software and IT
Hospitality
Industrial
Automotive
Consumer Goods
Energy
Relevant Teams
Legal
Commercial
Business Development
Compliance
Operations
Corporate Affairs
Intellectual Property
Finance
Strategy
Risk Management
Technical Operations
Information Technology
Relevant Roles
Legal Counsel
Commercial Director
Licensing Manager
Business Development Manager
Chief Executive Officer
Chief Legal Officer
Chief Technology Officer
Intellectual Property Manager
Compliance Officer
Contract Manager
Operations Director
Chief Commercial Officer
General Manager
Regional Director
Corporate Affairs Manager
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