redacted_exemplars · contract_exemplar · processed · 3 chunks
Program License Agreement
This Program License Agreement (“Agreement”) is dated as of the Effective Date entered into by and between:
1. [COMPANY_1], a company registered in [BLANK], and registered in [BLANK] Register in the city of [CITY] under No.[CR_NUMBER_1] having its place of business and main office at [ADDRESS_1] Road (“Licensor”);
and
2. [COMPANY_2], a company established under the regulations of the Kingdom of Saudi Arabia and registered in the Commercial Register in the city of Riyadh under No. [CR_NUMBER_2] having its place of business and main office at [ADDRESS_2], PO Box [ADDRESS_3], Riyadh [ADDRESS_4] (“[COMPANY_2]” or “Licensee”).
Licensor and Licensee shall individually be referred to as the “Party” and collectively as the “Parties”.
RECITALS
A. Licensee is an end-to-end solution provider specializing in, amongst other things, the delivery of digital media content services through a variety of platforms and partnerships to end-users.
B. Licensor has the right to license and distribute certain programs (defined below and addressed as the Licensed Program(s)) and has the means to make available to Licensee the Licensed Program(s) for exploitation in a manner that supports Licensee strategic and commercial goals.
C. The Parties now therefore agree to set out in this Agreement the terms under which the Licensed Programs(s) will be Licensed.
COMMERCIAL TERMS AND CONDITIONS
1. | Licensor Contact | Name: [PERSON_1]; Email: [EMAIL_1]; Mobile: [MOBILE_1]; Address for Notices: [ADDRESS_5]
2. | Licensee Contact | Name: [PERSON_2]; Email: [EMAIL_2]; Telephone: [MOBILE_2]
3. | Effective Date | TBC
4. | Licensed Program | All content and associated Metadata of the Program as described below:; Licensed Program(s) | Cast | Number of Episodes | Running Time (Minutes) | Genre | Country of Origin | Year of Production | Original Language; [BRAND_1] TV Show; برنامج [اسم_تجاري_1] | [BLANK] | 6 | Average 30 minutes | Reality TV Show | Saudi Arabia | 2026 | Arabic; [BRAND_2] | [BLANK] | [NUMBER] | [DURATION] | Reality TV Show | Saudi Arabia | [DATE] | Arabic; [BRAND_3] (Europe Edition) | [BLANK] | [NUMBER] | [DURATION] | Reality TV Show | Saudi Arabia | [DATE] | [BLANK]; [BRAND_4] | [BLANK] | [NUMBER] | [DURATION] | Reality TV Show | Saudi Arabia | [DATE] | [BLANK]; [BRAND_5] | [BLANK] | [NUMBER] | [DURATION] | Reality TV Show | Saudi Arabia | [DATE] | [BLANK]; [BRAND_6] | [BLANK] | [NUMBER] | [DURATION] | Reality TV Show | Saudi Arabia | [DATE] | [BLANK]
5. | Distribution Means | Any Distribution Means existing or hereafter developed, such as, among others: Cable (coaxial or fiber-optic); DTH satellite; SMATV; IPTV; Internet (inclusive of Mobile delivery mechanisms such as 5G; 4G; 3G and their successors) and any other technology not presently in commercial use or not expressly mentioned herein for audio-visual programming distribution; in Linear or Non-linear formats; in either Standard Definition (SD), High Definition (HD) and/or Next Generation, via digital delivery whether encrypted and/or unencrypted.
6. | Licensed Rights | 1.; 2.; 3.; 4.; 5.; 6.; 6.1 The Licensor hereby grants to the Licensee; Licensee Affiliates and any Authorized Services (as may be applicable) all necessary, sufficient, and unencumbered rights throughout the License Period in the Territory to Use the Licensed Program(s), and any part thereof, in the Authorized Languages via the Distribution Means on a TV Everywhere basis in Licensee’s sole discretion, which shall encompass, among others:; •; •; •; •; (a) The right to Use the Licensed Programs via all Distribution Means in the Licensee’s sole discretion through any and all forms of the following:; (i) SVOD;; (ii) Pay TV;; (iii) Free to Air;; (iv) Catch-Up;; (v) AVOD;; (vi) AST;; (vii) FVOD;; (viii) Ad Funded SVOD;; (ix) Linear TV (whether streamed, simulcast, live, time-delayed or other);; (x) through FAST channels.; (xi) YouTube and Social Media channels; (b) The right to Use the Licensed Programs, directly or by engagement of service providers acting on the Licensee’s behalf, for the purpose of providing digital viewing functionalities to end-users, such as, among others:; (i) Fast-forward, rewind, slow-motion, pause, resume, instant replay, frame-by-frame viewing, bookmarking, and favoriting, and any other similar or related functionalities that may be reasonably required by Licensee to provide an interactive and engaging viewing experience for end-users of the Licensed Program(s).; (ii) Download to View: the ability for end-users to download the Licensed Program(s) on temporary basis for offline viewing, enabling them to access the Licensed Program(s) without an active internet connection for a period not exceeding thirty (30) days from the moment of download or twenty-four (24) hours from when playback of the downloaded Licensed Program(s) commenced, whether this is finalized or not by the end-user.; (iii) Catch-Up Features: the ability for end-users to access and view previously aired or missed Licensed Program(s) from Linear TV broadcasts, allowing them to catch up on the Licensed Program(s) at their convenience for a period not exceeding thirty (30) days from the initial broadcast, release, or availability of any episode of the Licensed Program(s) (in the case of serialized programming) or of a feature film, TV movie, documentary or other type of programming which is not serialized, and is part of or is deemed, as the Licensed Program(s).; (iv) Second Screen Rights: the right to allow end-users to use additional devices, in conjunction with the primary viewing platform to access supplemental content, interactive features, or synchronized experiences related to the Licensed Program(s).; (v) TV Everywhere (TVE): the ability granted to end-users to access and view the Licensed Program(s) on any device, at any location (within the Territory), and at any time, via the Licensed Service via the Distribution Means.; (vi) PVR (Personal Video Recorder) Features: the ability for end-users to record, store, playback, and access the Licensed Program(s) (or any program or episodes comprising such) on any personal video recording devices, services, or platforms, including digital video recorders (DVRs) and network and cloud-based recording services, enabling end-users to view content at a later time of their choosing on any device or platform supported by Licensee or its sublicensees.; (vii) Additional Features: any other features, enhancements, or functionalities as may be reasonably required for the effective distribution and consumption of the Licensed Program(s) by end-users, which may include, but are not limited to, accessibility features, parental controls, social sharing capabilities, gamification, casting, and interactive content elements.; (c) The right to Use and adapt – at no additional cost – the Metadata, Logos, and Marketing Materials for promotion and marketing of the Licensed Program(s) subject to any written guidelines provided by Licensor for the use of Logos.; (d) The right to edit the Licensed Program(s) in its sole discretion for any reason; and; (e) The right to perform any act or take any action that is necessary or determined by Licensee at its sole discretion from time to time to allow the Licensee to exploit on an exclusive and/or non-exclusive basis each of the Licensed Program(s) as it sees fit.; 6.2 The license grant in this section 6 includes the right to copy, reproduce, install, encode, encrypt, display, use, cache, transmit, distribute, host, and store the Licensed Content to the extent necessary to effectuate the rights granted under this Agreement.; 6.3 The rights granted to Licensee under this Agreement (“Licensed Rights”) may be exercised (i) directly by the Licensee or (ii) indirectly through Licensee Affiliates by carrying and exhibiting the Licensed Content through the Licensed Service and/or through the bundling of the Licensed Service (or any part thereto), at Licensee’s sole discretion, with other content, products, or services from third parties and offer such bundles in various formats, combinations, or tiers or deliver and distribute such content directly or through Licensee Affiliates.; 6.4 Sublicense & Distribution Rights:; (a) Licensor hereby grants the Licensee the right to distribute the Licensed Programs to third-party services (“Authorized Services”) in its sole discretion for the purpose of exercising the Licensed Rights, or any part thereof, by the Authorized Services in whole or in part, in the Territory. The exercise of the Licensed Rights by the Authorized Services shall be in accordance with the terms of this Agreement. The Licensee may, at its sole discretion, use or keep any logs or records of the Authorized Services to which the Licensed Programs are distributed.; (b) Licensor hereby grants the Licensee an irrevocable, royalty-free the right to sell and/or sub-license the Licensed Program to third parties whether on an exclusive or non-exclusive basis, at Licensee’s sole and absolute discretion.; (c) The License Fee paid by Licensee shall constitute the sole and complete consideration for the rights granted under this Agreement. Licensor acknowledges and agrees that neither Licensee nor the Authorized Services shall be obligated to pay any additional fees, charges, or other amounts to Licensor or any third party for the distribution rights and exercise of the Licensed Rights by the Authorized Services during the Term of this Agreement.; (d) All revenue derived from the Licensee's exercise of the rights granted herein shall accrue solely to the benefit of the Licensee. Neither Licensor nor any third party shall have any claim to such revenues.; (e) Notwithstanding any other provision of this Agreement to the contrary, the distribution and exhibition rights granted under this section 6.4 are hereby deemed included in the Licensed Rights granted under this Agreement.; 6.5 Advertising and Sponsorship:; Licensee may, at its sole discretion, insert advertisements on the Licensed Services, including on any linear channels and on-demand services owned and operated by Licensee. Such advertisements may be placed around the Licensed Programs, in formats such as banners, pop-ups, pre-rolls and post-rolls, among others.; The Licensee shall have the right to sponsor the Licensed Programs whether on linear or on non-linear basis when these are made available as part of its owned and branded SVOD; AVOD: AST; and/or Ad-Funded SVOD services and/or Linear TV channels as well as on any social media platforms, including but not limited to YouTube, Instagram, and Facebook.; As part of this right, Licensee shall be able to sell to, and otherwise procure sponsorship opportunities from, third parties and include these at the start; within any commercial breaks; within the Licensed Programs; and/or at the end of the Licensed Programs.; The Licensee shall have the right to link between the sponsorship, the sponsor, and the Licensed Programs (e.g. using linking statements such as “brought to you by”; “in connection with”; “sponsored by” or any similar statements are permitted).; For the avoidance of doubt, these Advertisement and Sponsorship Rights also include the ability for Licensee to sell, negotiate, and execute agreements with third parties for advertising and/or sponsorship opportunities.; All revenues derived from Licensee’s exercise of the advertisement and/or sponsorship rights granted hereunder and related activities shall accrue solely to the benefit of the Licensee. Neither Licensor nor any third party shall have any claim to such revenues.; Limitations on Advertisement and Sponsorship Rights: subject always to terms set forth in this section 6.4, to the scope of the Agreement, Licensee undertakes to ensure that any advertisement and/or sponsorship complies with applicable laws and regulations.; The Licensor warrants and guarantees that, unless it has obtained prior written approval by Licensee it shall not:; a) Include in the Licensed Program any third-party material or any visually identifiable references to any merchandise, goods or services belonging to third parties.; b) Shall not enter into any arrangement for the so-called "product placement" of any product or enter into any "tie-in" or sponsorship arrangements in connection with the Licensed Program of any nature whatever;; c) accord any screen credit to any person providing goods, facilities or services other than on arm's length terms in the ordinary course of business.; d) In the event that during the pre-production; production or post-production process of the Licensed Program Licensor has the opportunity to enter into any third-party “product placement”; “tie-in” and/or sponsorship agreement for the Licensed Program, it shall inform Licensee in writing as soon as practically possible providing all commercial and financial details relevant to the opportunity.; Following receipt of the written notification, the Parties shall discuss and in good faith agree on the terms (including any financial elements) within five (5) working days. Once the Parties have agreed to all terms; Licensor shall be permitted to include the agreed third-party “product placement”; “tie-in” and/or sponsorship in and/or around the Licensed Program as per the terms agreed with the Licensee, which shall be reflected on an amendment to this Agreement.
7. | Licensed Service | Any current or future platforms, applications, technologies, or services, owned, controlled, operated, licensed, branded and/or co-branded, and/or distributed by Licensee or Licensee Affiliates, including but not limited to the services currently known as “[BRAND_7]”; and “[BRAND_8]” (or as they may be known from time to time), including any other services that Licensee or Licensee Affiliates may make available in the Territory from time to time, whether Ad supported or not, and whether directly or through Licensee Affiliates (“Licensed Service”).; The Licensed Service shall include the Authorized Services.
8. | Start Date(s) and License Period(s) | 8.1 Start Date:; TBC; 8.2 License Period:; The Licensed Period shall commence on the Start Date and shall continue for a period of fifteen (15) years. Notwithstanding the expiry or earlier termination of this Agreement for any reason, the Licensed Rights in the Licensed Program(s) granted to the Licensee hereunder shall survive and remain in full force and effect for the entire Licensed Period. Accordingly, the Licensee shall be entitled to continue exercising such Licensed Rights without any further consent, approval, or payment to the Licensor, unless otherwise expressly revoked or varied by mutual written agreement of the Parties.
9. | Term | The Term of this Agreement shall commence on the Effective Date and shall continue (unless terminated earlier by either Party in accordance with this Agreement) until the expiration of all Licensed Periods as set out in section 8 (titled: “Start Date(s) and License Period(s)”).
10. | Materials & Running Orders Delivery | 10.1 The Parties acknowledge that all episodes of the Licensed Programs must be delivered as, set forth in the delivery schedule; Delivery Schedule; Licensed Programs | Delivery Dates; [BRAND_1] TV Show; برنامج [اسم_تجاري_1] | [DATE]; [BRAND_2] | [DATE]; [BRAND_3] (Europe Edition) | [DATE]; [BRAND_4] | [DATE]; [BRAND_5] | [DATE]; [BRAND_6] | [DATE]; 10.2 The Licensor acknowledges that delayed delivery of the Licensed Program(s) will cause severe reputational and financial damages to the Licensee and that due to the nature of such damages it is difficult to assess and set a specific financial value to said damages.; 10.3 Accordingly, the parties have agreed to liquidated damages equal to the total License Fees of the Licensed Program(s), which the Licensor shall pay to Licensee in the event of a delay in the delivery of any episode of the Licensed Program(s) which exceeds 6 hours from the date of delivery as set out in this Agreement.; 10.4 For the avoidance of doubt, liquidated damages are not intended to be a penalty and are solely intended to compensate for Licensee for the damages caused by Licensor’s delay in delivery of the episodes of the Licensed Program(s) and Licensee shall reserve its right for any other actions it may have at law or in equity.
11. | License Fee | 10.1 In consideration of the rights granted, and of Licensor’s representations, warranties, and undertakings under this Agreement, and subject to Licensor fully fulfilling its obligations under this Agreement, Licensee will pay the Licensor the License Fee as detailed below:; Total License Fees: SAR 1,500,000 (one million five hundred thousand Saudi Arabia riyals).; 10.2 The License Fee constitutes the sole, exclusive, and complete payment obligation of Licensee for the rights granted under this Agreement throughout its Term and Territory and for any other purpose related to the Licensed Content or the exercise of the Licensed Rights. Under no circumstances shall Licensee be obligated to pay any additional fees, charges, or other amounts to Licensor or any third party in connection with any rights granted to, or by, Licensee under this Agreement.; The License Fee shall be payable in accordance with the payment terms specified in this Agreement.
11. | Exhibitions | Unlimited for the Licensed Rights during the respective Licensed Period.
12. | Exclusivity and Holdbacks | 12.1 Exclusivity: The Licensed Rights for the Licensed Program shall be granted on exclusive basis throughout the License Period as of the Start Date (the “Exclusivity Period”) in the Territory.; 12.2 Holdbacks: The Licensor shall not itself, or authorize any third party to, exhibit, broadcast, distribute, promote, or otherwise make available any version of the Licensed Program throughout the Territory on the basis or through PVOD, TVOD, PPV, EST, Pay TV, SVOD, Catch-Up, Linear TV, Free to Air, AVOD, AST, FVOD (inclusive but not limited to YouTube); FAST and on any social media sites (such as but not limited to Facebook; Instagram, X, TikTok, e.t.c…): (i) prior to the Start Date of the Licensed Program; and (ii) during the Exclusivity Period.
13. | Materials- Specification | 16/9 Full Frame HDD (MXF, XDCAM HD, and as per UHD specifications that are agreed from time to time; Or if not available: HD Betacam upon request by Licensee if HD Betacam is available. HD Betacam specifications are to be sent to Licensor; in accordance with the technical specifications table in Schedule 3 (“Materials Specifications").
14. | Materials Delivery – Materials Costs | (a); 14.1 Licensor shall deliver the Licensed Program(s) and respective Materials to Licensee as set forth in Schedule 2 and Schedule 3.; 14.2 In the event that the Licensee notifies Licensor that any and/or all of the Materials is/are defective, or otherwise non-compliant with the Material specifications set forth in section 14 and Schedule 2 and Schedule 3, the stipulations set forth in clause 6 “Delivery And Materials Acceptance/Rejection” of the Standard Terms and Conditions shall apply.
15. | Authorized Languages | 15.1 “Authorized Languages” means:; (a) The Arabic language, including subtitles.; (b) All languages other than Arabic, including dubbing and subtitles.; (c) Any additional language variations and dialects, including dubbing and subtitles, as may be determined by Licensee in its sole discretion.; 15.2 Dubbing and Subtitling: Licensee shall have the right, at its sole discretion and expense, to dub, subtitle, or otherwise translate the Licensed Programs into any of the Authorized Languages. If the Licensor possesses any translations, dubs, or subtitles of the Licensed Programs in any of the Authorized Languages, the Licensor shall provide them to the Licensee at no additional cost.
16. | Territory | Worldwide
17. | Marketing Rights | In addition to and in compliance with the marketing terms set forth in Clause 4 and Schedule 4 of the Standard Terms, the Licensor hereby grants the Licensee comprehensive and unlimited marketing rights to promote the Licensed Program(s). These rights include, but are not limited to, the ability to advertise, promote, and sell advertising space related to the Licensed Program(s) across various platforms. The Licensee is authorized to display the Licensed Program(s) in any form, including through digital, broadcast, and social media channels, and to engage in sponsorship activities without limitation. Furthermore, the Licensee shall have the right to create and distribute promotional materials associated with the Licensed Program in any medium, ensuring maximum visibility and public engagement.
18. | Additional Terms | 18.1 Selection of the Licensed Program(s) for exhibition on any part or all of the Licensed Services shall remain in the sole and absolute discretion of Licensee.; 18.2 Licensee has the exclusive first right to license any subsequent and/or additional seasons, episodes, spin-offs, remakes, specials, or any other derivative content based on the Licensed Program(s) ("Additional Licensed Content”). The terms for the Additional Licensed Content shall be the same as in this Agreement, and the license fee per episode shall not exceed the lowest per episode fee under this Agreement. Licensor shall promptly notify Licensee of any planned Additional Licensed Content. Licensee has sixty (60) days to exercise its rights by written notice. Upon such notice, the Additional Licensed Content shall be automatically incorporated into this Agreement. A simple amendment shall be executed to acknowledge the incorporation as soon as practicable. This amendment is administrative and shall not affect the Licensee's rights to the Additional Licensed Content. If the Licensee declines, the Licensor may offer the Additional Licensed Content to third parties, subject to the Licensee's exclusive rights in the original Licensed Programs under this Agreement.; 18.3 Upon request from Licensee, and as per relevant instructions, Licensor shall undertake to film promotional material and endorsements inclusive of customized taglines for Licensee with the presenters at no additional cost for Licensee.; 18.4 Further to the obligations set out under Schedule 4, Licensor shall secure social media promotion for the first broadcast of each episode of Licensed Program(s) from all presenters and participants. Such promotion shall include issuance of promotional posts by the presenters on all social media accounts and presence of the presenters, (and shall include, at the least, Instagram, YouTube, X, Snapchat, Facebook, and TikTok). Each such post must: (i) specifically reference the first broadcast of the applicable episode on [BRAND_7]; (ii) appear at least twenty-four (24) hours prior to the scheduled broadcast of that episode; and (iii) remain publicly accessible for a minimum of seventy-two (72) hours following its initial posting. The content of such posts shall be mutually agreed upon by the parties. Licensor shall, upon Licensee’s request, provide timely proof of such postings.; 18.5 Licensor shall produce and deliver to Licensee a creative endorsement in the format of a professionally produced clips, featuring the presenters acting together. This clips shall: (a) be no less than 60 seconds and no more than 120 seconds in length; (b) creatively and humorously promote the Licensed Program(s) and expressly highlight its upcoming availability on [BRAND_7], including a clear call to action to watch on [BRAND_7]; (c) be produced to a professional broadcast quality meet the technical standards set out in this agreement; (d) be delivered to Licensee in the formats set out under this Agreement suitable for professional online and broadcast use; (e) be delivered to Licensee no later than 2 days prior to the first broadcast of the first episode of the Licensed Program(s). Licensee shall have the right to review and approve the concept and final cut of the clip, such approval not to be unreasonably withheld or delayed. Licensor shall provide the Licensee with the clips cleared for worldwide, perpetual, and royalty-free use across all media for the purpose of promoting the Licensed Program(s) on the Licensed Service.; 18.6 Licensor shall procure that the presenters, make themselves available for relevant publicity and/or promotional events organized by Licensee, whether within or outside the Territory, via any media to promote the Licensed Program(s). In such instances, Licensee agrees and undertakes those reasonable costs related to travel, accommodation, and any duties outside of the regular work scope of the talent, shall be discussed in good faith by the Parties and if agreed upon, will be borne by Licensee.; 18.7 Licensor acknowledges that any local or worldwide press announcements or publicity relating to this Agreement must be pre-approved by Licensee.; 18.8 Licensee’s Input and Modifications:; The Licensor agrees to abide, at any point during the pre, production and post-production of the Licensed Program, to the Licensee’s reasonable directions and requests to modify, adapt, or restructure the format, structure, or content of the Licensed Program.; Such changes shall be discussed and agreed upon by both Parties in good faith, with the shared objective of enhancing the quality, relevance, and overall success of the Licensed Program.; The Parties acknowledge that editorial flexibility is essential to respond to audience engagement, market trends, and strategic considerations, and commit to cooperating constructively in implementing any such changes.; All modifications shall be documented in writing and shall not unreasonably delay or interfere with the production or delivery timelines, unless otherwise agreed by both Parties.; 18.9 Licensor shall provide special marketing and promotional plan as setout in “Special Marketing and Promotional Scope” for the License Program “[BRAND_1] TV Showبرنامج [اسم_تجاري_1]”; Special Marketing and Promotional Scope:; - 3x YouTube video, including the first episode; - 5x X Posts; - 5x Instagram stories; - 5x Snapcaht stories
19. | Payment Terms | 19.1 Payment Conditions:; (a) Payment Prerequisites: The Licensee's payment obligations under this section 20 shall be due within the due date specified under section 20.2 and are contingent upon the following:; (i) the full execution and delivery of this Agreement by both parties;; (ii) receipt and technical acceptance and broadcast of the Licensed Programs by Licensee; and; (iii) Licensee's receipt of a valid, and undisputed invoice that conforms with the requirements of section 20.1(b) and is submitted before the corresponding Payment Due Dates specified under section 20.2.; 20.1 (b) Invoice Submission: The Licensor shall submit invoices to the Licensee in accordance with the payment terms set out in this Agreement. All invoices must be submitted in a digital format through the designated Licensee invoicing portal or via the method specified by Licensee Finance.; 19.2 Payment Structure: Subject to section 20.1, Licensee shall pay the Licensor the License Fee in accordance with the following payment schedule:; Instalment | Amount | Payment Due Date; 1st instalments | SAR 1,000,000 | Upon the signature of the Agreement, and no later than December 31st 2025.; 2nd Instalment | SAR 500,000 | No later than February 28th 2026, upon full delivery and technical acceptance of all episodes with their marketing materials.; Taxation:; (a) Where the Licensor status is a Non-resident Person, exclusively according to Income Tax Law, the Licensee shall be obliged to withhold tax from the paid amount to the Licensor according to the rates stipulated in Article (68) of the Kingdom of Saudi Arabia’s Income Tax Law and provide Licensor with a certificate stating the amount paid and the value of withheld tax. (If Applicable).; (b) In the event Value Added Tax ("VAT") applies to any of the goods and/or services delivered pursuant to this Agreement then such VAT shall be added to the due amount of goods and/or services at the rates assessed in the VAT law together with its respective implementing regulation, Royal and/or Ministerial decree, provided that the invoices submitted by the Licensor and approved by the Licensee fully meet VAT and its implementing regulation requirements, all invoices must also be compliant with the E-invoicing standards set by the Zakat, Tax and Customs Authority (“ZATCA”) of the Kingdom of Saudi Arabia.; (c) Where the Licensor status is Resident or Permanent establishment) In; addition to the Method For Payment applicable hereof, the Licensor; hereby acknowledges and agrees that Licensee’s acceptance of; Licensor’s invoices and payment for financial dues requires:; (i) The Licensor to submit valid Preliminary Certificate from the ZATCA for normal dues.; (ii) The Licensor to submit Valid Certificate or Contract Release Letter; from the ZATCA for final dues.; 19.3 Bank Details: Licensee shall pay the License Fee subject to the payment terms herein into the below bank account or to such other accounts the Licensor may from time to time notify Licensee in writing, subject to these being under Licensor’s name and country of registration, and subject to the Licensee's verification and due diligence to ensure compliance with all applicable anti-money laundering (AML) and other applicable regulations.; Account Name: [COMPANY_1]; IBAN: [BANK_ACCOUNT_1]; Account #: [BANK_ACCOUNT_2]; Bank Name: [BANK_1]; Swift code: [REFERENCE_NUMBER_1]; Bank Address: [ADDRESS_6]; 19.4 By paying the amounts set forth under this section 19, Licensee shall have fully discharged any and all of its duties under this Agreement, and Licensor shall not have any claim against Licensee regarding any payment obligation under or in connection with this Agreement.
These Commercial Terms and Conditions (the “Commercial Terms”) together with the attached Standard Terms and Conditions (the “Standard Terms”) and any annexes or schedules hereto, shall constitute the entire agreement (the “Agreement”) between the Parties as of the Effective Date.
In the event of conflict between the Commercial Terms; the Standard Terms; any other schedules or any of the annexes, it shall be resolved in the following order of precedence:
1. The Standard Terms, unless specific terms clearly identified and explicitly referenced are otherwise modified or overridden expressly in the Commercial Terms, annexes and/or schedules.
2. The Commercial Terms.
3. The annexes in alphabetical order.
4. The schedules in numerical order.
IN WITNESS WHEREOF, the undersigned have caused this Agreement to be duly executed by an authorized representative as of the Effective Date.
Signed for and on behalf of
[SIGNATURE] By: [PERSON_3]
Title: [JOB_TITLE]
Date:
Signed for and on behalf of
[COMPANY_2]
[SIGNATURE] By: Mr. [PERSON_4]
Title: Growth Services Vice-President
Date: