License Agreement Term Sheet Generator for Singapore

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License Agreement Term Sheet

"I need a License Agreement Term Sheet for licensing our proprietary software technology to a Singapore-based manufacturer, with exclusive rights in Southeast Asia and a minimum annual royalty of $500,000, planned to commence in March 2025."

Document background
The License Agreement Term Sheet is used when parties need to document their initial understanding of a proposed intellectual property license before proceeding with a detailed agreement. This document, governed by Singapore law, typically precedes more comprehensive negotiations and the drafting of a full license agreement. It includes essential commercial terms, scope of rights, financial arrangements, and key obligations while remaining non-binding on most terms except confidentiality and exclusivity provisions. The term sheet format allows parties to efficiently agree on fundamental terms before investing in detailed legal documentation.
Suggested Sections

1. Parties: Identification of licensor and licensee with full legal names and addresses

2. Background: Context of the agreement and brief description of the intellectual property being licensed

3. Definitions: Key terms used throughout the term sheet defined for clarity

4. License Grant: Specific rights being granted, including scope and type (exclusive/non-exclusive)

5. Territory: Geographical scope of the license

6. Term: Duration of the license agreement

7. Financial Terms: Payment structure, royalties, and other financial obligations

8. Governing Law: Specification of Singapore law as governing law

Optional Sections

1. Sublicensing Rights: Terms for sublicensing, if permitted - include when licensee may need to sublicense rights to third parties

2. Quality Control: Standards and requirements for licensed products/services - particularly important for trademark licenses

3. Improvement Rights: Rights to improvements or modifications - include when licensed IP may be improved during the term

4. Exit Rights: Terms for early termination - include when parties want flexibility to exit the agreement

Suggested Schedules

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

2. Schedule 2 - Royalty Calculations: Detailed methodology for calculating royalties

3. Schedule 3 - Technical Specifications: Technical details of licensed technology or products

4. Schedule 4 - Quality Standards: Specific quality requirements and testing procedures

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 2021: Primary legislation governing copyright protection and licensing in Singapore, essential for any intellectual property license agreement

Patents Act: Regulates patent rights and licensing of patented innovations in Singapore

Trade Marks Act: Governs trademark protection and licensing arrangements in Singapore

Registered Designs Act: Controls the registration and licensing of industrial designs in Singapore

Contract Law (Amendment) Act: Provides the fundamental legal framework for contract formation and enforcement in Singapore

Electronic Transactions Act: Regulates electronic contracts and digital signatures, relevant for modern licensing agreements

Competition Act 2004: Ensures licensing terms comply with competition law and don't create anti-competitive effects in the market

Personal Data Protection Act (PDPA): Regulates the collection, use, and disclosure of personal data, relevant if license involves data transfer

Consumer Protection (Fair Trading) Act: Protects consumer interests in B2C transactions, applicable if license agreement involves consumer products

TRIPS Agreement: International treaty setting minimum standards for IP protection, relevant for cross-border licensing

Singapore FTAs: Free Trade Agreements containing IP provisions that may affect international licensing arrangements

Common Law Principles: Singapore's common law system including contract principles, equity, good faith, and relevant case precedents

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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