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Co Exclusive License
"Need a Co-Exclusive License agreement to allow two manufacturing companies to use our patented semiconductor technology in Singapore and Malaysia, with royalty payments of 5% of net sales and quality control requirements."
1. Parties: Identification and details of the licensor and co-exclusive licensees
2. Background: Context of the agreement, ownership of the licensed rights, and reference to relevant legislation
3. Definitions: Key terms used throughout the agreement including licensing scope
4. Grant of Rights: Scope of the co-exclusive license, territorial limitations, and usage rights
5. Term and Termination: Duration of the license and circumstances for termination
6. Payment Terms: License fees, royalties, and payment conditions
7. Obligations of the Parties: Rights and responsibilities of licensor and licensees
8. Governing Law and Jurisdiction: Specification of Singapore law as governing law and jurisdiction
1. Quality Control: Standards for licensed products/services and quality assurance measures
2. Improvements: Rights and obligations regarding technological improvements and modifications
3. Export Restrictions: Limitations on international distribution and territory-specific conditions
4. Competition Compliance: Provisions ensuring compliance with Singapore competition laws
5. Dispute Resolution: Alternative dispute resolution mechanisms before court proceedings
1. Schedule 1: Licensed Rights: Detailed description of intellectual property rights being licensed
2. Schedule 2: Territory: Geographical scope of the license and any territorial restrictions
3. Schedule 3: Royalty Calculations: Detailed payment terms, calculation methods, and reporting requirements
4. Schedule 4: Quality Standards: Technical specifications and quality requirements for licensed products/services
5. Schedule 5: Approved Sub-licensees: List of pre-approved sub-licensees if applicable
Authors
Confidential Information
Co-Exclusive Rights
Effective Date
Field of Use
Improvement
Intellectual Property Rights
Know-How
Licensed Products
Licensed Rights
Licensed Territory
Net Sales
Other Licensees
Patents
Permitted Purpose
Royalties
Term
Technical Information
Trade Marks
Working Day
Quality Standards
Related Company
Subsidiary
Sub-License
Specifications
Exclusivity
Territory
Term and Duration
Royalties and Payments
Quality Control
Performance Obligations
Confidentiality
Intellectual Property Rights
Warranties and Representations
Indemnification
Record Keeping
Audit Rights
Sub-Licensing
Technical Support
Improvements
Non-Competition
Termination
Force Majeure
Assignment
Dispute Resolution
Governing Law
Notices
Entire Agreement
Severability
Amendment
Third Party Rights
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