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The Perpetual License Agreement is essential for businesses seeking to establish permanent licensing arrangements in Saudi Arabia. This document is typically used when a licensor wishes to grant indefinite usage rights to their intellectual property, software, or technology in exchange for a one-time fee or structured payments. It must comply with Saudi Arabian commercial law, intellectual property regulations, and Sharia law principles, making it distinct from conventional Western licensing agreements. The agreement is particularly relevant for technology implementations, software deployments, and intellectual property transfers in the Saudi market, where local regulatory compliance is crucial. It includes comprehensive provisions for usage rights, technical specifications, support arrangements, and dispute resolution mechanisms tailored to the Saudi legal framework.

1. Parties: Identification of the licensor and licensee, including full legal names, registration details, and addresses

2. Background: Context of the agreement, description of the licensed property, and parties' authority to enter into the agreement

3. Definitions: Detailed definitions of key terms used throughout the agreement, including Licensed Property, Intellectual Property Rights, and Territory

4. Grant of License: Scope of the perpetual license, including usage rights, restrictions, and territorial limitations

5. License Fees: One-time license fee, payment terms, and any ongoing maintenance or support fees

6. Intellectual Property Rights: Ownership confirmation, protection of IPR, and handling of improvements or modifications

7. Licensee Obligations: Key responsibilities of the licensee including usage restrictions, reporting requirements, and compliance obligations

8. Licensor Obligations: Responsibilities of the licensor including delivery, technical support, and maintenance requirements

9. Warranties and Representations: Standard warranties regarding ownership, authority, and non-infringement, compliant with Saudi law

10. Liability and Indemnification: Limitations of liability and mutual indemnification provisions

11. Confidentiality: Protection of confidential information and trade secrets

12. Term and Termination: Duration of the agreement, termination triggers, and consequences of termination

13. Post-Termination Rights: Rights and obligations that survive termination

14. Governing Law and Jurisdiction: Specification of Saudi Arabian law as governing law and jurisdiction for dispute resolution

15. General Provisions: Standard boilerplate clauses including force majeure, notices, and assignment restrictions