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1. Parties: Identification of seller and purchaser with full legal names and addresses
2. Background: Context of the sale and brief description of the intellectual property being sold
3. Definitions: Defined terms used throughout the agreement, including specific IP definitions
4. Sale and Purchase: Core terms of the transfer including the IP assets being sold and purchase price
5. Completion: Details of when and how the transfer will complete, including any conditions precedent
6. Seller's Warranties: Warranties regarding ownership, validity, and non-infringement of the IP
7. Tax Provisions: Allocation of tax liabilities and VAT treatment
8. Further Assurance: Obligations to execute additional documents and assist with IP registration
9. Confidentiality: Provisions regarding confidential information and trade secrets
10. Notices: Process for serving formal notices under the agreement
11. Governing Law and Jurisdiction: Confirmation of UAE law governance and jurisdiction
12. Execution: Signature blocks with UAE execution formalities
1. Earn-out Provisions: Used when part of the purchase price is contingent on future performance
2. Employee and Consultant Obligations: Required when IP was created by employees or consultants who need to confirm assignment
3. Third Party Consents: Needed when IP transfer requires consent from licensees or other third parties
4. Transitional Services: Include when seller needs to provide temporary support post-completion
5. Competition Restrictions: Non-compete provisions if seller is restricted from competing
6. Islamic Finance Compliance: Required for Sharia-compliant transactions
7. Foreign Investment Provisions: Needed when purchaser is not a UAE entity
1. Schedule 1 - IP Assets: Detailed list and description of all IP being sold including registration numbers
2. Schedule 2 - Completion Requirements: List of documents and actions required at completion
3. Schedule 3 - Registered Rights: Details of all registered IP including status and renewal dates
4. Schedule 4 - Unregistered Rights: List of unregistered IP including trade secrets and know-how
5. Schedule 5 - Existing Licenses: Details of any existing licenses or encumbrances affecting the IP
6. Schedule 6 - Form of Transfer Documents: Templates for specific IP transfer documents required by UAE authorities
7. Appendix A - Power of Attorney: Required for registration of IP transfer with UAE authorities
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Healthcare
Pharmaceuticals
Manufacturing
Media and Entertainment
Software Development
Biotechnology
Automotive
Consumer Goods
Fashion and Luxury
Research and Development
Educational Services
Professional Services
Telecommunications
Legal
Intellectual Property
Research and Development
Innovation
Commercial
Business Development
Corporate Development
Technology Transfer
Compliance
Strategy
Chief Legal Officer
Intellectual Property Counsel
General Counsel
Legal Director
Chief Technology Officer
Research and Development Director
Innovation Manager
Technology Transfer Officer
Commercial Director
Business Development Manager
Chief Executive Officer
Head of Patents
Trademark Attorney
Corporate Counsel
Licensing Manager
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