The Database License Agreement is a crucial legal instrument used in the UAE to establish and govern the relationship between database providers and users. This agreement is essential when an organization needs to license access to a proprietary database, whether for commercial, research, or operational purposes. The document addresses key aspects including access rights, usage limitations, data protection compliance, and service levels, while ensuring alignment with UAE's Federal Law No. 45 of 2021 on Personal Data Protection and Federal Law No. 7 of 2002 on Copyrights and Related Rights. It's particularly relevant in today's digital economy where data access and usage are critical for business operations. The agreement includes comprehensive provisions for technical specifications, security requirements, and support services, making it suitable for both simple and complex database licensing arrangements in the UAE market.
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1. Parties: Identification of the licensor and licensee with full legal names and addresses
2. Background: Context of the agreement, nature of the database, and general purpose of the license
3. Definitions: Detailed definitions of technical terms, database components, and key concepts used throughout the agreement
4. License Grant: Scope of the license, including permitted uses, territory, and whether exclusive or non-exclusive
5. License Fees and Payment Terms: Financial terms, payment schedule, and any usage-based pricing mechanisms
6. Term and Termination: Duration of the agreement, renewal terms, and termination rights
7. Access and Usage Rights: Specific rights granted regarding database access, usage limitations, and user authentication requirements
8. Technical Requirements: Minimum system requirements and technical specifications for accessing the database
9. Data Security and Protection: Security measures, data protection obligations, and compliance with UAE data protection laws
10. Service Levels: Availability commitments, maintenance windows, and response times for support
11. Intellectual Property Rights: Ownership of IP, restrictions on use, and protection of proprietary rights
12. Confidentiality: Protection of confidential information and trade secrets
13. Warranties and Disclaimers: Warranties regarding database accuracy, availability, and performance
14. Liability and Indemnification: Limitations of liability and mutual indemnification obligations
15. General Provisions: Standard legal provisions including governing law, dispute resolution, and notices
1. Professional Services: Terms for additional services such as implementation, training, or customization
2. Data Migration: Terms governing the transfer of existing data into the licensed database
3. Third-Party Integration: Terms for connecting the database with other systems or services
4. Disaster Recovery: Additional provisions for backup and recovery procedures
5. Regulatory Compliance: Specific compliance requirements for regulated industries
6. Export Control: Terms dealing with international data transfer restrictions
7. Source Code Escrow: Terms for source code protection in case of licensor bankruptcy or default
8. Change Control: Procedures for managing changes to the database structure or content
1. Schedule 1 - Technical Specifications: Detailed technical specifications of the database, including data structure and formats
2. Schedule 2 - Service Level Agreement: Detailed service levels, metrics, and remedies for failure to meet SLAs
3. Schedule 3 - Fee Schedule: Detailed breakdown of license fees, usage charges, and payment terms
4. Schedule 4 - Support Services: Description of support services, response times, and escalation procedures
5. Schedule 5 - Security Requirements: Detailed security protocols and requirements
6. Schedule 6 - Acceptable Use Policy: Rules and restrictions regarding database usage
7. Schedule 7 - Data Processing Agreement: Terms for compliance with data protection laws
8. Appendix A - Authorized Users: List of authorized users or user categories and their access rights
9. Appendix B - Implementation Plan: Timeline and milestones for database implementation
Relevant legal definitions
Clauses
Relevant Industries
Technology
Financial Services
Healthcare
Education
Government & Public Sector
Research & Development
Telecommunications
Professional Services
Real Estate
Manufacturing
Retail
Energy & Utilities
Transportation & Logistics
Relevant Teams
Legal
Information Technology
Information Security
Compliance
Procurement
Risk Management
Data Management
Digital Operations
Technical Support
Enterprise Architecture
Vendor Management
Relevant Roles
Chief Technology Officer
Chief Information Officer
Data Protection Officer
Legal Counsel
IT Director
Database Administrator
Information Security Manager
Compliance Officer
Procurement Manager
Contract Manager
Technology Licensing Manager
Risk Manager
Chief Digital Officer
Head of Data Strategy
IT Security Architect
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