This Proprietary Software License Agreement template is designed for use in the Saudi Arabian market where software licensing must comply with both international standards and local legal requirements, including Sharia law principles. The agreement is typically used when a software provider wishes to grant a customer the right to use their proprietary software while maintaining ownership of the intellectual property. It contains comprehensive provisions covering license scope, fees, technical support, maintenance, data protection, and security requirements specific to Saudi Arabia. The document ensures compliance with Saudi Arabian regulations including the Copyright Law, E-Commerce Law, and Anti-Cyber Crime Law, while incorporating necessary provisions for electronic transactions and data protection. This agreement type is particularly important in the Saudi market given the kingdom's increasing focus on digital transformation and technology adoption across various sectors.
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1. Parties: Identification of the licensor and licensee, including full legal names, registration numbers, and addresses
2. Background: Context of the agreement, description of the software, and general purpose of the license
3. Definitions: Detailed definitions of technical and legal terms used throughout the agreement
4. Grant of License: Scope and nature of the license, including usage rights and territory restrictions
5. License Fees and Payment Terms: Financial terms, payment schedule, and currency specifications
6. Intellectual Property Rights: Confirmation of ownership and protection of IP rights in the software
7. Confidentiality: Protection of confidential information and trade secrets
8. Licensee Obligations: Key responsibilities and restrictions on the licensee's use of the software
9. Technical Support and Maintenance: Terms for ongoing support, updates, and maintenance services
10. Term and Termination: Duration of the license and circumstances for termination
11. Warranties and Disclaimers: Software performance warranties and limitation of liability
12. Data Protection and Security: Compliance with Saudi data protection laws and security requirements
13. Governing Law and Dispute Resolution: Application of Saudi law and dispute resolution mechanisms
14. General Provisions: Standard boilerplate clauses including force majeure, notices, and assignment
1. Third-Party Software Components: Used when the software includes third-party components, describing additional terms and restrictions
2. Export Controls: Required when the software is subject to international export restrictions
3. Source Code Escrow: Included when source code escrow arrangements are part of the agreement
4. Professional Services: Added when implementation or customization services are included
5. Service Level Agreement: Required for software with specific performance guarantees or cloud-based solutions
6. Disaster Recovery: Included for business-critical software applications
7. Agency and Distribution Rights: Added when the license includes rights to distribute or resell the software
8. Localization Requirements: Used when specific Saudi Arabian localization or Arabic language support is required
1. Schedule 1 - Software Description: Detailed technical specifications and functionality of the licensed software
2. Schedule 2 - License Fees: Detailed breakdown of license fees, payment schedules, and pricing models
3. Schedule 3 - Technical Support Services: Specification of support levels, response times, and maintenance services
4. Schedule 4 - Service Level Agreement: Performance metrics, availability requirements, and remedies for non-compliance
5. Schedule 5 - Security Requirements: Detailed security protocols and compliance requirements
6. Appendix A - Authorized Users: Definition and limitations of authorized users and access rights
7. Appendix B - Installation Requirements: Technical requirements for software installation and deployment
8. Appendix C - Acceptance Testing: Criteria and procedures for software acceptance testing
Authors
Relevant legal definitions
Clauses
Relevant Industries
Information Technology
Financial Services
Healthcare
Government & Public Sector
Manufacturing
Retail
Telecommunications
Education
Oil & Gas
Professional Services
Defense & Security
Construction
Transportation & Logistics
Relevant Teams
Legal
Information Technology
Procurement
Compliance
Information Security
Commercial
Risk Management
Operations
Finance
Technical Support
Relevant Roles
Chief Technology Officer
Legal Counsel
IT Director
Procurement Manager
Software Licensing Manager
Compliance Officer
Information Security Manager
Contract Manager
Chief Information Officer
Technical Project Manager
Commercial Director
Risk Manager
Software Asset Manager
IT Operations Manager
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