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Licensing Agreement
"Need a Licensing Agreement governed by Singapore law for our new software technology, granting exclusive rights to a manufacturing company in Southeast Asia for an initial term of 5 years starting January 2025, with quarterly royalty payments based on net sales."
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
Authors
Affiliate
Background IP
Commencement Date
Confidential Information
Documentation
Effective Date
Field of Use
Gross Revenue
Improvements
Intellectual Property Rights
Licensed IP
Licensed Products
Licensed Technology
Licensed Territory
Net Sales
Patent Rights
Permitted Purpose
Quarter
Royalties
Royalty Period
Sublicense
Technical Information
Term
Trademark
Trade Secrets
Working Day
Grant of License
Scope of License
Territory Restrictions
Term and Duration
Payment and Royalties
Quality Control
Performance Obligations
Intellectual Property Rights
Improvements
Sub-licensing
Technical Support
Confidentiality
Warranties and Representations
Indemnification
Record Keeping
Audit Rights
Force Majeure
Assignment
Termination
Post-Termination Obligations
Dispute Resolution
Governing Law
Notices
Entire Agreement
Severability
Amendment
Waiver
Third Party Rights
Counterparts
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