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Software Sublicense Agreement Template for Singapore

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Key Requirements PROMPT example:

Software Sublicense Agreement

"I need a Software Sublicense Agreement governed by Singapore law for sublicensing our enterprise resource planning software to three manufacturing companies in Southeast Asia, with specific provisions for data protection and source code escrow arrangements."

Document background
A Software Sublicense Agreement is essential when an entity with software license rights needs to extend those rights to other parties while maintaining compliance with the original license terms. This document, governed by Singapore law, establishes the terms and conditions under which software can be sublicensed, including scope of use, fees, warranties, and compliance requirements. It's particularly relevant in business arrangements where software redistribution or white-labeling is involved, and must comply with Singapore's robust intellectual property and data protection framework.
Suggested Sections

1. Parties: Identification and details of the licensor and sublicensee

2. Background: Context of the agreement, including original license details

3. Definitions: Key terms used throughout the agreement

4. Grant of Sublicense: Scope and nature of the sublicense being granted

5. License Fees: Payment terms and schedule

6. Intellectual Property Rights: Ownership and protection of IP

7. Term and Termination: Duration and termination conditions

8. Warranties and Limitations: Warranties provided and their limitations

9. Governing Law: Specification of Singapore law as governing law

Optional Sections

1. Data Protection: PDPA compliance requirements - include when software processes personal data

2. Export Controls: Export restriction compliance - include for international usage

3. Source Code Escrow: Source code protection provisions - include for critical enterprise software

4. Professional Services: Additional service provisions - include when implementation services are part of the agreement

Suggested Schedules

1. Schedule 1 - Software Description: Detailed description of licensed software and functionality

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

3. Schedule 3 - Technical Requirements: Hardware and software requirements for operation

4. Schedule 4 - Service Level Agreement: Performance metrics and support terms

5. Schedule 5 - Original License Agreement: Copy of the original license agreement with primary licensor

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 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 software protection as literary works, rights of copyright owners, licensing/sublicensing provisions, and duration of copyright protection

Contracts Act 1872: Fundamental law governing contract formation, validity of terms, consideration requirements, and contract enforcement mechanisms

Personal Data Protection Act 2012: Legislation governing personal data protection, including data processing obligations, cross-border transfers, and security requirements when software handles personal data

Computer Misuse Act: Covers security requirements, unauthorized access provisions, and software integrity protection measures

Competition Act: Regulates anti-competitive practices, market restrictions, and pricing constraints in software licensing

Electronic Transactions Act: Governs electronic signatures, electronic records, and online contract formation validity

Consumer Protection (Fair Trading) Act: Applies to B2C software licensing transactions, ensuring fair trading practices and consumer rights

Singapore Code of Practice for Software Licensing: Industry guidelines and best practices specific to software licensing in Singapore

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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