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Royalty Loan Agreement
"Need a Royalty Loan Agreement for a tech startup borrowing SGD 2 million, with royalty payments set at 3% of monthly revenue and a term of 5 years starting March 2025; borrower is based in Singapore with revenue primarily in Southeast Asia."
1. Parties: Identification and details of the lender and borrower
2. Background: Context of the agreement and relationship between parties
3. Definitions: Key terms used throughout the agreement including 'Royalty', 'Revenue', 'Payment Period'
4. Loan Amount and Disbursement: Details of the loan principal and how/when it will be provided
5. Royalty Payments: Calculation method, payment frequency, and reporting requirements
6. Term and Repayment: Duration of the agreement and repayment obligations
7. Representations and Warranties: Standard declarations by both parties
8. Events of Default: Circumstances constituting default and consequences
9. Governing Law and Jurisdiction: Specifies Singapore law and courts' jurisdiction
1. Security: Details of any collateral or guarantees - include when additional security is required
2. Intellectual Property Rights: IP ownership and licensing provisions - include when royalties are based on IP exploitation
3. Change of Control: Provisions dealing with ownership changes - include for corporate borrowers
4. Tax Provisions: Handling of withholding tax and other tax matters - include for cross-border transactions
1. Royalty Calculation Schedule: Detailed methodology for calculating royalty payments
2. Form of Revenue Report: Template for periodic revenue reporting
3. Payment Schedule: Timeline of expected payments
4. Security Documents: If applicable, details of security arrangements
5. Compliance Certificate: Template for periodic compliance certification
Authors
Applicable Law
Business Day
Confidential Information
Default Event
Default Interest Rate
Effective Date
Encumbrance
Final Repayment Date
Financial Statements
Governmental Authority
Interest Period
Loan
Loan Amount
Material Adverse Effect
Minimum Royalty Payment
Payment Date
Permitted Encumbrance
Quarter
Relevant Period
Revenue
Royalty
Royalty Calculation Period
Royalty Payment
Royalty Percentage
Royalty Report
Security
Security Documents
Singapore Dollars
Tax
Term
Total Revenue
Transaction Documents
Warranties
Royalty Calculation
Payment Terms
Revenue Reporting
Representations and Warranties
Covenants
Security
Events of Default
Remedies
Information Rights
Financial Covenants
Confidentiality
Assignment and Transfer
Notices
Amendments and Waivers
Force Majeure
Termination
Set-off Rights
Tax
Costs and Expenses
Indemnification
Governing Law
Dispute Resolution
Entire Agreement
Severability
Counterparts
Third Party Rights
Further Assurance
Anti-Money Laundering
Compliance with Laws
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