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Sub Licence Agreement Template for Singapore

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Key Requirements PROMPT example:

Sub Licence Agreement

"I need a Sub Licence Agreement to allow my Singapore-based software company to sub-license our AI technology to three distributors in Southeast Asia, with the head licence being from a US technology provider effective March 2025."

Document background
The Sub Licence Agreement is essential when a licensee wishes to extend licensed rights to third parties while maintaining compliance with the head licence. This document is commonly used in Singapore's technology, manufacturing, and retail sectors where intellectual property rights need to be cascaded down a supply or distribution chain. The agreement must carefully balance the rights granted under the head licence with those being sub-licensed, while adhering to Singapore's strict intellectual property laws and regulations. It typically includes detailed provisions on scope, territory, payment terms, and quality control measures.
Suggested Sections

1. Parties: Identification of licensor and sub-licensee, including full legal names and addresses

2. Background: Context of the agreement, including reference to head licence and authority to sub-license

3. Definitions: Key terms used throughout the agreement

4. Grant of Sub-Licence: Scope of rights being sub-licensed, including any territorial or field restrictions

5. Duration and Termination: Term of the sub-licence and circumstances for termination

6. Payment Terms: Fees, royalties, and payment schedules

7. Warranties and Indemnities: Standard warranties and indemnification provisions

Optional Sections

1. Quality Control: Required for trademark sub-licensing to maintain quality standards - use when trademark rights are involved

2. Improvements: Handling of improvements to licensed technology - use for technology licensing agreements

3. Data Protection: PDPA compliance provisions - use when personal data processing is involved

Suggested Schedules

1. Schedule 1 - Licensed Rights: Detailed description of intellectual property being sub-licensed

2. Schedule 2 - Head Licence Terms: Relevant terms from the head licence that affect the sub-licence

3. Schedule 3 - Payment Terms: Detailed payment calculations and schedules

4. Schedule 4 - Technical Specifications: Technical details of licensed technology or products

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

































Clauses




























Industries

Copyright Act 2021: Primary legislation governing licensing of copyrightable works, rights that can be sub-licensed, and scope of copyright protection

Patents Act 1994: Legislation covering patent licensing, including licensing of patent rights and restrictions on patent sub-licensing for patented technology

Trade Marks Act 1998: Governs trademark licensing, including quality control provisions and permitted use requirements

Contracts Act 1969: Fundamental contract law legislation covering contract formation principles and consideration requirements in Singapore

Competition Act 2004: Regulates anti-competitive practices and territorial restrictions in licensing agreements

Personal Data Protection Act 2012: Governs data protection obligations when licensing involves data processing activities

Consumer Protection (Fair Trading) Act: Relevant when end users are consumers, providing consumer protection measures in licensing arrangements

International IP Conventions: Singapore's obligations under international intellectual property treaties affecting cross-border licensing

Industry-Specific Regulations: Sector-specific compliance requirements depending on subject matter (e.g., software, pharmaceuticals)

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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