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Commercial Licence Agreement for United Arab Emirates

Commercial Licence Agreement Template for United Arab Emirates

A Commercial License Agreement governed by UAE law is a legally binding contract that grants specific commercial rights from one party (licensor) to another (licensee). This agreement is structured according to UAE Federal laws and regulations, including relevant commercial, intellectual property, and competition laws. It details the scope of the license, commercial terms, quality standards, territory restrictions, and compliance requirements specific to the UAE market. The document incorporates necessary provisions to ensure enforceability under UAE jurisdiction while addressing both local and international business practices.

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Commercial Licence Agreement

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What is a Commercial Licence Agreement?

The Commercial License Agreement is a critical document used in the UAE business environment to formalize the grant of commercial rights between parties. It is particularly relevant for businesses operating in UAE mainland or free zones that need to license products, services, technology, or intellectual property. The agreement must comply with UAE Federal Law No. 8 of 2015 on Commercial Companies, as well as relevant intellectual property and competition laws. It typically includes detailed provisions on license scope, territory, payment terms, quality control, and compliance with local regulations. This document is essential for businesses expanding their commercial presence in the UAE market through licensing arrangements, whether as licensors granting rights or licensees acquiring them.

What sections should be included in a Commercial Licence Agreement?

1. Parties: Identification of the licensor and licensee with full legal names and addresses

2. Background: Context of the agreement, brief description of the parties' business and purpose of the license

3. Definitions: Defined terms used throughout the agreement, including technical terms, relevant products/services, and territory

4. License Grant: Scope of the license, including type (exclusive/non-exclusive), territory, and permitted uses

5. Term and Renewal: Duration of the license agreement and conditions for renewal

6. Payment Terms: License fees, royalties, payment schedule, and calculation methods

7. Licensor Obligations: Responsibilities of the licensor including support, maintenance, and updates

8. Licensee Obligations: Responsibilities of the licensee including usage restrictions and reporting requirements

9. Intellectual Property Rights: Ownership of IP, protection measures, and handling of improvements

10. Quality Control: Standards, specifications, and quality assurance requirements

11. Confidentiality: Protection of confidential information and trade secrets

12. Termination: Grounds for termination, notice requirements, and consequences

13. Governing Law and Jurisdiction: Specification of UAE law and jurisdiction for dispute resolution

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

What sections are optional to include in a Commercial Licence Agreement?

1. Sub-licensing Rights: Include when licensee is permitted to grant sub-licenses

2. Training and Support: Include when the license includes significant technical elements requiring ongoing support

3. Marketing and Promotion: Include when the agreement involves branded products or services requiring marketing controls

4. Export Controls: Include when the licensed products/technology may be subject to export restrictions

5. Source Code Escrow: Include for software licenses where source code protection is required

6. Data Protection: Include when the licensed activities involve personal data processing

7. Insurance: Include when specific insurance coverage is required for licensed activities

8. Change Control: Include when the licensed product/service may require formal change management procedures

What schedules should be included in a Commercial Licence Agreement?

1. Schedule 1 - Licensed Products/Services: Detailed description of the products or services covered by the license

2. Schedule 2 - Technical Specifications: Technical requirements, standards, and specifications for the licensed products/services

3. Schedule 3 - Fee Schedule: Detailed breakdown of all fees, royalties, and payment terms

4. Schedule 4 - Service Levels: Performance metrics and service level requirements

5. Schedule 5 - Territory: Detailed description of the geographic territory covered by the license

6. Schedule 6 - Quality Standards: Detailed quality control requirements and procedures

7. Appendix A - Approved Forms: Standard forms for reporting, ordering, or other operational processes

8. Appendix B - Brand Guidelines: Guidelines for use of trademarks, logos, and other brand elements

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Publisher

Ƶ

Document Type

License Agreement

Sector

IP

Cost

Free to use
Relevant legal definitions

















































Clauses










































Relevant Industries

Technology

Manufacturing

Retail

Professional Services

Healthcare

Education

Media and Entertainment

Telecommunications

Software and IT

Consumer Goods

Industrial Products

Pharmaceuticals

Automotive

Fashion and Luxury Goods

Relevant Teams

Legal

Commercial

Business Development

Licensing

Compliance

Operations

Intellectual Property

Corporate Affairs

Risk Management

Strategy

Sales

Product Management

Relevant Roles

Legal Counsel

Commercial Director

Business Development Manager

Licensing Manager

Chief Executive Officer

Chief Legal Officer

Intellectual Property Manager

Operations Director

Compliance Officer

Contract Manager

General Manager

Commercial Operations Manager

Chief Commercial Officer

Business Unit Head

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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