Exclusive Option Agreement Template for Singapore

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Key Requirements PROMPT example:

Exclusive Option Agreement

"I need an Exclusive Option Agreement governed by Singapore law for a tech startup granting a 6-month exclusive option to purchase its software IP portfolio, with the option period starting March 1, 2025, and including comprehensive due diligence provisions."

Document background
An Exclusive Option Agreement is commonly used in Singapore when parties wish to secure exclusive rights to pursue a future transaction while conducting due diligence or securing financing. This document type is particularly relevant under Singapore's robust commercial law framework, which requires clear documentation of exclusive rights and consideration. The agreement typically specifies the option period, exercise price, and mechanism for execution, ensuring compliance with Singapore's Contract Act and related legislation. Such agreements are frequently used in property transactions, business acquisitions, and intellectual property rights transfers.
Suggested Sections

1. Parties: Identification and details of the option grantor and grantee

2. Background: Context and purpose of the option agreement

3. Definitions: Key terms used throughout the agreement

4. Grant of Option: Core terms of the option, including what is being offered

5. Option Period: Duration for which the option remains valid

6. Option Price: Consideration paid for the option itself

7. Exercise Price: Price payable upon exercise of the option

8. Exercise Mechanism: Process and requirements for exercising the option

Optional Sections

1. Due Diligence: Rights to conduct due diligence, used when option relates to complex assets

2. Conditions Precedent: Conditions that must be satisfied before option can be exercised

3. Representations and Warranties: Statements about the subject matter of the option

4. Non-Competition: Restrictions on grantor during option period

Suggested Schedules

1. Asset Description: Detailed description of the subject matter of the option

2. Form of Exercise Notice: Template notice for exercising the option

3. Form of Underlying Agreement: Draft of the agreement to be entered into upon exercise

4. Due Diligence Requirements: List of documents and information to be provided

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

Contract Act 1872 (Chapter 53): Primary legislation governing contract formation, validity, consideration, offer and acceptance, and contractual capacity in Singapore

Conveyancing and Law of Property Act (Chapter 61): Regulates property transactions and rights if the option agreement involves real estate

Land Titles Act (Chapter 157): Governs the registration and transfer of land titles in Singapore if property is involved

Patents Act (Chapter 221): Relevant if the option agreement involves patent rights or patent-related intellectual property

Trade Marks Act (Chapter 332): Applicable when the option agreement involves trademark rights or brand-related intellectual property

Copyright Act 2021: Governs copyright protection and transfers if the option involves copyrightable works

Registered Designs Act (Chapter 266): Relevant for option agreements involving industrial designs or design rights

Sale of Goods Act (Chapter 393): Applies to option agreements involving the sale of goods or commercial transactions

Companies Act (Chapter 50): Relevant when parties to the option agreement are companies, governing corporate capacity and authority

Competition Act (Chapter 50B): Ensures the option agreement does not violate competition laws or create monopolistic situations

Securities and Futures Act: Applicable if the option agreement involves securities, shares, or other financial instruments

Limitation Act (Chapter 163): Sets statutory time limits for exercising options and limitation periods for legal actions

Electronic Transactions Act: Governs the validity and enforceability of electronic signatures and digital contracts

Stamp Duties Act: Determines stamp duty obligations and requirements for option agreements

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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