Software Sales Contract Template for United Arab Emirates

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Key Requirements PROMPT example:

Software Sales Contract Template

"I need a Software Sales Contract Template for selling our enterprise resource planning software to UAE government entities, with specific provisions for data localization and cybersecurity compliance requirements that will come into effect in March 2025."

Document background
This Software Sales Contract Template is specifically designed for technology transactions in the United Arab Emirates, providing a standardized framework for software licensing and sales agreements. The template is intended for use when a software vendor or developer wishes to sell or license software products to businesses or organizations operating in the UAE market. It incorporates essential provisions required under UAE Federal Law No. 1 of 2006 on Electronic Commerce and Transactions, along with other relevant legislation governing software licensing, data protection, and commercial transactions. The template includes comprehensive sections covering license grants, implementation services, maintenance and support, warranties, and liability limitations, all aligned with UAE legal requirements. This document serves as a starting point for customization based on specific software products and business arrangements while ensuring compliance with local regulations and business practices.
Suggested Sections

1. Parties: Identification of the contracting parties including full legal names, addresses, and registration details as per UAE requirements

2. Background: Context of the agreement and brief description of the business relationship

3. Definitions: Detailed definitions of technical and legal terms used throughout the agreement

4. Software License Grant: Scope and nature of the software license, usage rights, and restrictions

5. Delivery and Installation: Terms regarding software delivery, installation process, and acceptance criteria

6. Payment Terms: Pricing, payment schedule, currency, and payment methods compliant with UAE banking regulations

7. Intellectual Property Rights: Protection of IP rights, ownership of customizations, and third-party rights

8. Warranties and Representations: Software performance warranties, compliance with UAE laws, and standard representations

9. Support and Maintenance: Terms for technical support, updates, and maintenance services

10. Term and Termination: Duration of the agreement, renewal terms, and termination conditions

11. Confidentiality: Protection of confidential information and trade secrets

12. Data Protection: Compliance with UAE data protection laws and data handling requirements

13. Limitation of Liability: Liability caps and exclusions permitted under UAE law

14. Governing Law and Jurisdiction: Application of UAE law and jurisdiction for dispute resolution

15. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement

Optional Sections

1. Source Code Escrow: Terms for source code escrow arrangements, used for mission-critical software

2. Professional Services: Additional implementation, training, or consulting services if required

3. Service Level Agreement: Detailed performance metrics and service levels, used for cloud-based software

4. Disaster Recovery: Business continuity and disaster recovery requirements for critical systems

5. Change Control: Procedures for managing changes to software or services

6. Export Control: Compliance with UAE and international export control regulations

7. Insurance Requirements: Specific insurance coverage requirements for high-value contracts

8. Third-Party Integration: Terms for integration with other software systems or platforms

9. UAE Local Content Requirements: Compliance with any local content or partnership requirements

Suggested Schedules

1. Schedule A - Software Description: Detailed technical specifications and functionality of the software

2. Schedule B - License Metrics: User numbers, usage limitations, and licensing parameters

3. Schedule C - Service Level Agreement: Detailed performance metrics, response times, and service credits

4. Schedule D - Support Services: Support tiers, response times, and escalation procedures

5. Schedule E - Fee Schedule: Detailed pricing, payment milestones, and fee calculations

6. Schedule F - Implementation Plan: Project timeline, milestones, and deliverables

7. Appendix 1 - Technical Requirements: Hardware, software, and network requirements

8. Appendix 2 - Security Standards: Security protocols and compliance requirements

9. Appendix 3 - Acceptance Testing: Testing procedures and acceptance criteria

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 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

Information Technology

Financial Services

Healthcare

Retail

Manufacturing

Education

Government Services

Telecommunications

Professional Services

E-commerce

Transportation and Logistics

Real Estate

Energy and Utilities

Media and Entertainment

Construction

Relevant Teams

Legal

Information Technology

Procurement

Compliance

Risk Management

Sales

Business Development

Operations

Finance

Information Security

Vendor Management

Project Management

Software Development

Contract Administration

Relevant Roles

Chief Technology Officer

Legal Counsel

Procurement Manager

IT Director

Software Development Manager

Contract Manager

Commercial Director

Information Security Officer

Technology Risk Manager

Compliance Officer

Sales Director

Business Development Manager

Project Manager

Operations Manager

Vendor Management Officer

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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