tiktok���˰�

The Software Royalty Agreement is essential for technology companies operating in the UAE who wish to monetize their software through licensing arrangements. This document is particularly relevant when software owners want to maintain ownership while allowing others to use and commercialize their software for a percentage of revenue or other royalty structure. The agreement must comply with UAE Federal Law No. 1 of 2006 on Electronic Commerce and Transactions, as well as UAE Federal Law No. 7 of 2002 on Copyrights and Neighboring Rights. It typically includes detailed provisions for royalty calculations, payment terms, territorial restrictions, reporting requirements, and audit rights. The agreement is crucial for protecting intellectual property rights while establishing clear commercial terms for software licensing in the UAE market.

1. Parties: Identification of the Software Owner/Licensor and the Licensee, including full legal names, registration details, and addresses

2. Background: Context of the agreement, brief description of the software, and the parties' intention to enter into a royalty arrangement

3. Definitions: Detailed definitions of key terms including Software, Licensed Rights, Territory, Royalties, Net Sales, and other relevant terms

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

5. Royalty Payments: Details of royalty rates, calculation methods, payment terms, and reporting requirements

6. Payment Terms: Specifics about payment frequency, method, currency, and handling of taxes

7. Reporting and Audit Rights: Requirements for sales reporting, record-keeping, and the licensor's audit rights

8. Intellectual Property Rights: Confirmation of ownership, protection of IP rights, and handling of improvements

9. Warranties and Representations: Standard warranties about ownership, right to license, and software functionality

10. Term and Termination: Duration of the agreement, renewal terms, and termination circumstances

11. Confidentiality: Protection of confidential information exchanged during the agreement

12. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes

13. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement