The Master Use License is a fundamental document for businesses operating in the UAE that need to establish standardized terms for the use of their intellectual property, content, or technology across multiple applications or users. This agreement type is particularly relevant in the UAE's dynamic business environment, where companies must navigate both local regulations and international business standards. The document typically covers essential elements such as usage rights, territorial restrictions, quality control measures, and compliance with UAE federal laws, including intellectual property legislation and commercial regulations. It serves as a master agreement that can be referenced by subsequent implementation agreements or statements of work, providing a consistent legal framework while allowing for flexibility in specific applications. The agreement must comply with UAE Federal Law No. 7 of 2002 on Copyrights and Related Rights, as well as other relevant UAE commercial and civil laws.
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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 licensed material, and general purpose of the license
3. Definitions: Detailed definitions of key terms used throughout the agreement, including 'Licensed Material', 'Permitted Use', 'Territory', etc.
4. Grant of License: Specific rights being granted, including scope, territory, and duration of the license
5. License Fees and Payment Terms: Financial terms, payment schedule, and calculation of fees
6. Use Restrictions: Specific limitations on how the licensed material may be used
7. Intellectual Property Rights: Confirmation of ownership and protection of IP rights
8. Quality Control: Standards and requirements for use of the licensed material
9. Confidentiality: Protection of confidential information exchanged during the license period
10. Term and Termination: Duration of the agreement and circumstances for termination
11. Representations and Warranties: Legal assurances from both parties
12. Indemnification: Mutual or unilateral indemnification obligations
13. Limitation of Liability: Caps on liability and exclusions of certain types of damages
14. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes
15. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement
1. Sublicensing Rights: Include when licensee is permitted to sublicense the material to third parties
2. Moral Rights: Include for creative works where author's moral rights need specific attention under UAE law
3. Marketing and Promotion: Include when the agreement covers marketing rights and promotional use
4. Technical Support: Include when the licensor provides technical support for the licensed material
5. Data Protection: Include when personal data processing is involved in the license usage
6. Export Control: Include when licensed material may be subject to export regulations
7. Source Code Escrow: Include for software licenses where source code protection is needed
8. Training and Implementation: Include when the license includes training or implementation services
1. Schedule 1 - Licensed Material: Detailed description of all materials covered by the license
2. Schedule 2 - Technical Specifications: Technical requirements and specifications for use of the licensed material
3. Schedule 3 - Fee Schedule: Detailed breakdown of all fees, royalties, and payment terms
4. Schedule 4 - Service Levels: Performance metrics and service levels if applicable
5. Schedule 5 - Approved Use Cases: Specific approved uses and examples of permitted applications
6. Appendix A - Brand Guidelines: Guidelines for using any branded elements included in the license
7. Appendix B - Contact Details: Key contacts for both parties for various aspects of the agreement
8. Appendix C - Required Notices: Mandatory notices or attributions required when using the licensed material
Authors
Relevant legal definitions
Clauses
Relevant Industries
Technology
Media and Entertainment
Software Development
Digital Content Creation
Publishing
Education and E-learning
Financial Services
Healthcare
Telecommunications
Manufacturing
Professional Services
Retail and E-commerce
Relevant Teams
Legal
Intellectual Property
Commercial
Business Development
Information Technology
Content Management
Compliance
Finance
Operations
Product Development
Procurement
Relevant Roles
Legal Counsel
Intellectual Property Manager
Licensing Director
Commercial Director
Chief Technology Officer
Content Manager
Business Development Manager
Compliance Officer
Contract Administrator
Chief Legal Officer
IP Rights Manager
Technology Licensing Manager
Partnership Manager
Product Manager
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