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Intellectual Property Licence Template for Singapore

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Key Requirements PROMPT example:

Intellectual Property Licence

"Need an Intellectual Property Licence agreement governed by Singapore law to license our proprietary software technology to a manufacturing company in Malaysia, with exclusive territorial rights and quarterly royalty payments based on sales."

Document background
An Intellectual Property Licence is essential when one party wishes to grant another party rights to use their intellectual property while retaining ownership. This document, governed by Singapore law, provides a structured framework for IP licensing arrangements, covering crucial elements such as license scope, territory, duration, payment terms, and usage restrictions. It ensures compliance with Singapore's IP legislation and protects both licensor and licensee interests in the commercial exploitation of intellectual property rights.
Suggested Sections

1. Parties: Identifies and defines the licensor and licensee

2. Background: Context of the agreement and ownership of the IP

3. Definitions: Key terms used throughout the agreement

4. Grant of License: Scope and nature of the license being granted

5. License Fee and Payment Terms: Financial terms including royalties and payment schedule

6. Term and Termination: Duration of license and termination conditions

7. IP Protection and Enforcement: Rights and obligations regarding IP protection

8. Confidentiality: Obligations regarding confidential information

9. Warranties and Representations: Assurances regarding IP ownership and right to license

10. Governing Law and Jurisdiction: Specification of Singapore law and jurisdiction

Optional Sections

1. Improvements: Rights and obligations regarding improvements or modifications to the licensed IP

2. Sub-licensing Rights: Terms and conditions for sub-licensing to third parties

3. Territory Restrictions: Geographical limitations on the use of the license

4. Quality Control: Quality standards and monitoring requirements

5. Technical Support: Terms for technical assistance and support

6. Source Code Escrow: Provisions for source code escrow arrangements (for software licenses)

Suggested Schedules

1. Schedule 1: Licensed IP: Detailed description and specification of the intellectual property being licensed

2. Schedule 2: License Fees: Detailed breakdown of fees, royalties, and payment terms

3. Schedule 3: Technical Specifications: Technical details and specifications of the licensed IP

4. Schedule 4: Quality Standards: Required quality standards and specifications for use of the IP

5. Schedule 5: Approved Sub-licensees: List of approved sub-licensees (if applicable)

Authors

Alex Denne

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

Relevant legal definitions








































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Industries

Copyright Act 2021: Primary legislation governing copyright protection in Singapore, recently updated to strengthen creators' rights and fair use provisions

Patents Act (Cap. 221): Main legislation governing patent protection, registration, and enforcement in Singapore

Trade Marks Act (Cap. 332): Primary legislation for trademark protection and registration in Singapore

Registered Designs Act (Cap. 266): Legislation governing the protection of industrial designs in Singapore

Contract Law of Singapore: Fundamental laws governing contract formation, validity, and enforcement in Singapore

Unfair Contract Terms Act (Cap. 396): Legislation controlling the use of unfair terms in contracts and limiting the extent to which liability can be excluded

Competition Act (Cap. 50B): Legislation preventing anti-competitive practices, particularly relevant for licensing terms that might restrict competition

TRIPS Agreement: International treaty setting minimum standards for IP protection, which Singapore must comply with

WIPO Treaties: Various international IP treaties administered by World Intellectual Property Organization that Singapore is party to

Personal Data Protection Act 2012: Legislation governing the collection, use, and disclosure of personal data, relevant if IP involves personal data

Consumer Protection (Fair Trading) Act: Legislation protecting consumer interests, applicable if IP licensed products are consumer-facing

IPOS Guidelines: Administrative guidelines from Intellectual Property Office of Singapore for IP protection and licensing

Technology Transfer Regulations: Regulatory framework governing the transfer of technology and associated IP rights

Export Control Regulations: Regulations controlling the export of sensitive technology and associated IP rights

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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