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Limited License Agreement
"I need a Limited License Agreement for licensing our proprietary software to a Saudi healthcare provider, with specific restrictions on user numbers and data storage location within Saudi Arabia, planned to commence from March 2025."
1. Parties: Identification of the licensor and licensee, including full legal names, addresses, and commercial registration details as required under Saudi law
2. Background: Context of the agreement, nature of the licensed material/technology, and basis for the licensing relationship
3. Definitions: Detailed definitions of key terms used throughout the agreement, including technical terms and Arabic/English equivalents where necessary
4. Grant of License: Specific details of the license granted, including scope, limitations, and territory restrictions
5. License Limitations: Clear boundaries of permitted and prohibited uses of the licensed material
6. Term and Termination: Duration of the license, renewal terms, and conditions for termination
7. Payment Terms: License fees, payment schedule, and currency specifications compliant with Saudi banking regulations
8. Intellectual Property Rights: Declaration of IP ownership, protection measures, and handling of improvements or modifications
9. Confidentiality: Obligations regarding confidential information and trade secrets
10. Warranties and Representations: Statements of authority to license and compliance with Shariah principles
11. Liability and Indemnification: Limitations of liability and indemnification obligations
12. Governing Law and Jurisdiction: Specification of Saudi law as governing law and jurisdiction of Saudi courts
13. Notice Provisions: Methods and addresses for official communications between parties
14. Execution: Signature requirements and execution formalities under Saudi law
1. Quality Control: Include when licensing involves products or services requiring specific quality standards
2. Technology Transfer: Required when the license includes transfer of technical knowledge or know-how
3. Training and Support: Include when the licensor must provide technical support or training
4. Export Control: Necessary for licenses involving cross-border technology or product transfer
5. Shariah Compliance: Detailed section required when financial arrangements need explicit Shariah compliance provisions
6. Data Protection: Include when the licensed material involves personal data processing
7. Source Code Escrow: Required for software licenses where source code protection is crucial
8. Force Majeure: Optional but recommended for long-term licenses to address unforeseen circumstances
9. Insurance: Include when specific insurance coverage is required for licensed activities
10. Competition Compliance: Required when license terms might affect market competition
1. Schedule 1 - Licensed Material: Detailed description of the licensed intellectual property, technology, or materials
2. Schedule 2 - Technical Specifications: Technical requirements, standards, and specifications for the licensed material
3. Schedule 3 - Fee Schedule: Detailed breakdown of license fees, royalties, and payment terms
4. Schedule 4 - Service Levels: Performance standards and metrics if applicable
5. Schedule 5 - Compliance Requirements: Specific regulatory or technical compliance requirements
6. Appendix A - Required Approvals: List of necessary governmental or regulatory approvals
7. Appendix B - Territory Definition: Detailed description of geographical scope of the license
8. Appendix C - Quality Standards: Specific quality control requirements and standards
9. Appendix D - Report Templates: Templates for required periodic reports or notifications
Authors
Information Technology
Software Development
Manufacturing
Telecommunications
Healthcare
Biotechnology
Oil and Gas
Financial Services
Education
Research and Development
Pharmaceutical
Entertainment and Media
Industrial Engineering
Automotive
Consumer Electronics
Legal
Intellectual Property
Compliance
Commercial
Technical Operations
Research and Development
Business Development
Finance
Information Technology
Product Development
Risk Management
Corporate Strategy
Legal Counsel
Intellectual Property Manager
Licensing Director
Commercial Director
Chief Technology Officer
Compliance Officer
Business Development Manager
Contract Manager
Technology Transfer Officer
Research and Development Director
Chief Executive Officer
Innovation Manager
General Counsel
Operations Director
Technical Director
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