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.
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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
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
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
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