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Licensing Agreement Template for Singapore

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Key Requirements PROMPT example:

Licensing Agreement

"Need a Licensing Agreement governed by Singapore law for our new software technology, granting exclusive rights to a manufacturing company in Southeast Asia for an initial term of 5 years starting January 2025, with quarterly royalty payments based on net sales."

Document background
The Licensing Agreement serves as a crucial legal instrument for businesses and individuals seeking to monetize their intellectual property or gain rights to use others' IP in Singapore. This document is essential when one party (licensor) wishes to permit another party (licensee) to use their intellectual property rights, technology, or proprietary assets while retaining ownership. The agreement must comply with Singapore's comprehensive legal framework, including the Copyright Act 2021, Patents Act, and relevant IP regulations. It typically includes detailed provisions on scope, territory, duration, payment terms, and quality control measures.
Suggested Sections

1. Parties: Identifies and defines all parties to the agreement, including full legal names and addresses

2. Background: Recitals explaining the context and purpose of the agreement

3. Definitions: Defines key terms used throughout the agreement

4. Grant of License: Core section detailing the specific rights being licensed and their scope

5. Term and Termination: Duration of the agreement and circumstances for termination

6. Payment Terms: Details of licensing fees, royalties, and payment schedules

7. IP Rights and Ownership: Clarification of ownership and intellectual property rights

8. Confidentiality: Provisions regarding confidential information

9. Governing Law: Specifies Singapore law as governing law and jurisdiction

Optional Sections

1. Quality Control: Standards and quality requirements for licensed products - use when licensing involves manufacturing or product creation

2. Territory Restrictions: Geographic limitations on license use - include when license is geographically restricted

3. Sub-licensing Rights: Terms for sub-licensing if permitted - include when sub-licensing is to be allowed

4. Marketing and Promotion: Terms regarding marketing of licensed products/services - include when license involves commercial exploitation

5. Data Protection: Compliance with PDPA and data handling requirements - include when personal data is involved

Suggested Schedules

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

2. Royalty Calculations: Detailed methodology for calculating royalties

3. Technical Specifications: Technical details of licensed technology or products

4. Quality Standards: Detailed quality requirements and specifications

5. Approved Territory Schedule: List of approved territories for license use

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 and licensing in Singapore, including provisions for copyright licensing and enforcement

Patents Act: Regulates patent rights, registration, and licensing of patent rights in Singapore

Trade Marks Act: Governs trademark registration, protection, and licensing arrangements in Singapore

Registered Designs Act: Controls the registration and licensing of industrial designs in Singapore

Contract Law (Amendment) Act: Provides the legal framework for contract formation, enforcement, and interpretation in Singapore

Electronic Transactions Act: Regulates electronic contracts and digital signatures, relevant for digital licensing agreements

Competition Act 2004: Ensures licensing terms don't create anti-competitive effects in the market

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

Consumer Protection (Fair Trading) Act: Ensures fair trading practices and consumer protection in licensing agreements

Unfair Contract Terms Act: Regulates unfair terms in contracts, including licensing agreements

Personal Data Protection Act 2012: Governs the collection, use, and disclosure of personal data if involved in the licensing arrangement

WIPO Treaties: International treaties under World Intellectual Property Organization that Singapore is party to

Export Control Laws: Regulations controlling the export of licensed technology or intellectual property

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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