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Patent Licence
"I need a Patent Licence agreement for licensing our pharmaceutical manufacturing process to a Singapore-based company, with exclusive rights for Southeast Asia and quarterly royalty payments based on net sales, to be effective from March 2025."
1. Parties: Identification of licensor and licensee with full legal details
2. Background: Context of the agreement, including patent details and purpose of the licence
3. Definitions: Key terms used throughout the agreement including technical terms
4. Grant of Licence: Scope and nature of the licence being granted, including exclusivity terms
5. Royalties and Payments: Financial terms, payment conditions, and calculation methods
6. Obligations of the Parties: Key responsibilities of both licensor and licensee
7. Term and Termination: Duration of the agreement and circumstances for termination
8. Intellectual Property Protection: Provisions for protecting the patent and related IP rights
9. Confidentiality: Protection of confidential information exchanged during the licence period
10. Warranties and Indemnities: Representations about the patent and indemnification provisions
11. Dispute Resolution: Procedures for resolving disputes under Singapore law
12. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Improvements: Rights and obligations regarding improvements to the patented technology
2. Sub-licensing Rights: Terms and conditions for sub-licensing the patent to third parties
3. Quality Control: Standards and requirements for implementing the patented technology
4. Export Restrictions: Territorial limitations and export control provisions
5. Technical Support: Terms for technical assistance and knowledge transfer
6. Competition Law Compliance: Specific provisions ensuring compliance with competition laws
1. Schedule 1 - Patent Details: Comprehensive description of the patent(s) being licensed, including registration numbers
2. Schedule 2 - Royalty Calculations: Detailed methodology for calculating royalties and payment terms
3. Schedule 3 - Technical Documentation: Technical specifications and implementation requirements
4. Schedule 4 - Territory Definition: Detailed description of licensed territories and any restrictions
5. Schedule 5 - Quality Standards: Specific quality control requirements and testing procedures
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