The Termination of License agreement is a crucial document used when parties wish to formally end their existing licensing arrangement in Saudi Arabia. It is typically employed when a license needs to be terminated either by mutual agreement, due to contract completion, or following a breach of terms. The document must comply with Saudi Arabian law, including both Sharia principles and modern commercial regulations, particularly those relating to intellectual property rights, commercial agencies, and sector-specific requirements. This agreement is essential for protecting both parties' interests during the termination process, ensuring proper handling of licensed materials, addressing outstanding obligations, and establishing clear post-termination responsibilities. It's particularly important in the Saudi Arabian context where business relationships often combine international commercial practices with local legal requirements.
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1. Parties: Identification of the Licensor and Licensee with full legal names, registration numbers, and registered addresses
2. Background: Reference to the original License Agreement, its date, and brief description of the licensed rights or property
3. Definitions: Key terms used in the agreement, including references to defined terms from the original License Agreement
4. Termination: Clear statement of termination, effective date, and basis for termination (if applicable)
5. Confirmation of Termination: Mutual acknowledgment of the termination and its effects
6. Outstanding Payments: Provisions regarding any final payments, reconciliation of accounts, or financial obligations
7. Return of Materials: Requirements for the return or destruction of licensed materials, documentation, and other related items
8. Cease of Use: Obligations to stop using the licensed property and removal of all references to the license
9. Surviving Provisions: Identification of provisions from the original agreement that will survive termination
10. Release and Waiver: Mutual release of claims related to the License Agreement, subject to the terms of the termination
11. Governing Law and Jurisdiction: Confirmation of Saudi law as governing law and specification of dispute resolution mechanisms
1. Transition Assistance: Used when there needs to be a transition period or handover process
2. Third Party Rights: Include when there are sub-licenses or third-party rights affected by the termination
3. Non-Compete Obligations: Include when post-termination competitive restrictions are required
4. Public Announcements: Include when the termination needs to be communicated to the public or specific stakeholders
5. Tax Provisions: Include when there are specific tax implications of the termination that need to be addressed
6. Government Approvals: Include when regulatory notifications or approvals are required for the termination
7. Intellectual Property Rights: Include detailed provisions when complex IP rights are involved
8. Data Protection: Include when personal data or sensitive information is involved in the licensed rights
1. Schedule 1 - Original License Agreement: Copy or reference to the original License Agreement being terminated
2. Schedule 2 - Licensed Materials: Comprehensive list of materials, property, or rights covered by the termination
3. Schedule 3 - Outstanding Payments: Detailed breakdown of any financial settlements or outstanding payments
4. Schedule 4 - Handover Protocol: Detailed procedures for the return or destruction of licensed materials
5. Schedule 5 - Surviving Obligations: Detailed list of obligations that survive termination
6. Appendix A - Form of Release: Template for any required release or waiver documents
7. Appendix B - Termination Certificate: Form of certificate confirming compliance with termination obligations
Relevant legal definitions
Clauses
Relevant Industries
Technology and Software
Manufacturing
Pharmaceuticals
Consumer Goods
Media and Entertainment
Industrial Equipment
Telecommunications
Healthcare
Retail and Franchise
Energy and Resources
Professional Services
Research and Development
Relevant Teams
Legal
Commercial
Compliance
Intellectual Property
Business Development
Operations
Risk Management
Corporate Affairs
Contract Management
Regulatory Affairs
Relevant Roles
Legal Counsel
Licensing Manager
Commercial Director
Intellectual Property Manager
Compliance Officer
Business Development Manager
Contract Administrator
Chief Legal Officer
Technology Transfer Officer
Operations Manager
Chief Executive Officer
Risk Manager
Commercial Rights Manager
General Counsel
Partnership Manager
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