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Limited Use Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Limited Use Agreement

"I need a Limited Use Agreement for licensing our proprietary software to a UAE-based educational institution, with specific restrictions on the number of concurrent users (maximum 500) and a term ending December 31, 2025."

Document background
The Limited Use Agreement serves as a critical legal instrument in the UAE business environment for controlling and restricting the usage of valuable assets, intellectual property, or services. This document is essential when a rights holder needs to grant specific, limited permissions while maintaining control over their property and ensuring compliance with UAE Federal Laws. The agreement typically includes detailed usage parameters, technical specifications, compliance requirements, and enforcement mechanisms. It is particularly relevant in today's digital economy where controlled access to software, content, and data is crucial. The document addresses key considerations under UAE law, including intellectual property protection, electronic transactions, and data protection requirements, while providing clear mechanisms for monitoring usage and enforcing restrictions.
Suggested Sections

1. Parties: Identification of the parties entering into the agreement, including full legal names, addresses, and registration details

2. Background: Context of the agreement, including the nature of the licensed material/property and the general purpose of the limited use arrangement

3. Definitions: Detailed definitions of key terms used throughout the agreement

4. Grant of License: Specific details of the limited use rights being granted, including scope, territory, and duration

5. Restrictions on Use: Clear enumeration of prohibited uses and limitations on the granted rights

6. Term and Termination: Duration of the agreement and circumstances under which it may be terminated

7. Payment Terms: Financial considerations, including fees, payment schedule, and any usage-based charges

8. Intellectual Property Rights: Confirmation of ownership and protection of intellectual property rights

9. Confidentiality: Obligations regarding confidential information exchanged under the agreement

10. Warranties and Representations: Statements of assurance from both parties regarding their rights and capabilities

11. Liability and Indemnification: Allocation of risks and responsibilities between the parties

12. Governing Law and Jurisdiction: Specification of UAE law as governing law and jurisdiction for disputes

13. General Provisions: Standard boilerplate clauses including notices, amendment process, and severability

Optional Sections

1. Technical Requirements: Used when the limited use involves specific technical specifications or system requirements

2. Security Requirements: Include when the limited use involves sensitive data or systems requiring specific security measures

3. Training and Support: Required when the limited use agreement includes provision of training or ongoing support services

4. Data Protection: Include when personal data processing is involved in the limited use arrangement

5. Export Control: Necessary when the subject matter may be subject to UAE or international export control regulations

6. Audit Rights: Include when regular monitoring of usage compliance is required

7. Insurance: Required when the nature of use presents significant risks requiring insurance coverage

8. Source Code Escrow: Include for software-related limited use agreements where source code protection is necessary

Suggested Schedules

1. Schedule 1 - Licensed Material: Detailed description of the material/property subject to limited use

2. Schedule 2 - Technical Specifications: Detailed technical requirements and specifications

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

4. Schedule 4 - Service Levels: Performance standards and metrics if applicable

5. Schedule 5 - Acceptable Use Policy: Detailed guidelines for acceptable use of the licensed material

6. Appendix A - Contact Details: List of key contacts for both parties

7. Appendix B - Required Notifications: Format and timing of required notifications between parties

8. Appendix C - Compliance Requirements: Specific compliance requirements under UAE law

Authors

Alex Denne

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

Relevant legal definitions








































Clauses



































Relevant Industries

Technology

Software Development

Media and Entertainment

Education

Healthcare

Financial Services

Manufacturing

Research and Development

Telecommunications

Professional Services

Government and Public Sector

Retail and Consumer Goods

Energy and Utilities

Relevant Teams

Legal

Compliance

Information Technology

Information Security

Risk Management

Operations

Commercial

Business Development

Product Development

Procurement

Intellectual Property

Contract Management

Relevant Roles

Legal Counsel

Intellectual Property Manager

Licensing Manager

Contract Administrator

Compliance Officer

Chief Technology Officer

IT Director

Business Development Manager

Risk Manager

Operations Director

Product Manager

Chief Information Security Officer

Commercial Director

Project Manager

General Counsel

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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