Co Exclusive License Template for Singapore

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Key Requirements PROMPT example:

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."

Document background
A Co-Exclusive License is utilized when a rights holder wishes to grant exclusive rights to more than one party while maintaining control over the licensed property. This agreement type is particularly relevant in Singapore's technology and innovation-focused economy, where multiple market players may need access to the same intellectual property rights. The document typically includes detailed provisions on territorial rights, usage limitations, quality control, and revenue sharing arrangements. It is structured to comply with Singapore's robust IP protection framework and competition laws.
Suggested Sections

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

Optional Sections

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

Suggested Schedules

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

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Industries

Copyright Act (Cap. 63): Primary legislation governing copyright protection in Singapore, essential for defining the scope of copyrightable materials in the license agreement

Patents Act (Cap. 221): Legislation governing patent rights and protection in Singapore, crucial for licensing of patented inventions or processes

Trade Marks Act (Cap. 332): Framework for trademark protection and licensing in Singapore, important if the license involves branded products or services

Registered Designs Act (Cap. 266): Legislation protecting industrial designs in Singapore, relevant if the license includes design rights

Application of English Law Act (Cap. 7A): Incorporates English contract law principles into Singapore law, providing the fundamental framework for contract formation and enforcement

Competition Act (Cap. 50B): Regulates anti-competitive practices and market dominance, ensuring license terms don't violate competition laws

Contract Formation Requirements: Legal principles governing offer, acceptance, consideration, and intention to create legal relations in Singapore contracts

Co-Exclusive License Principles: Specific considerations for co-exclusive licensing including rights allocation, territory division, and multiple licensee management

Foreign Investment Regulations: Rules governing foreign participation in licensing agreements, including any restrictions or reporting requirements

Stamp Duties Act: Requirements for stamp duty payment on certain types of agreements in Singapore, if applicable to the license

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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