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Exclusive Perpetual License for Singapore

Exclusive Perpetual License Template for Singapore

An Exclusive Perpetual License agreement under Singapore law grants the licensee exclusive, unlimited-duration rights to use specified intellectual property. This document, governed by Singapore's robust IP legal framework, establishes comprehensive terms for the permanent exclusive use of IP rights, including payment terms, quality control measures, and territorial restrictions. It provides strong protection for both parties while ensuring compliance with Singapore's Copyright Act 2021 and related legislation.

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Exclusive Perpetual License

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What is a Exclusive Perpetual License?

An Exclusive Perpetual License is utilized when a rights holder wishes to permanently grant exclusive use of their intellectual property to another party while retaining ownership. This document type is particularly relevant in Singapore's IP-intensive economy, where it provides a secure framework for long-term IP commercialization. The agreement covers essential elements including scope of rights, territory, quality control, and payment terms, while adhering to Singapore's sophisticated IP legal framework. It's commonly used for significant IP assets where the licensee requires assurance of permanent, uninterrupted, and exclusive access to the licensed rights.

What sections should be included in a Exclusive Perpetual License?

1. Parties: Identification and details of the licensor and licensee

2. Background: Context of the agreement and ownership of the intellectual property

3. Definitions: Key terms used throughout the agreement

4. Grant of License: Scope of the license, exclusivity provisions, and territory

5. Duration: Perpetual nature of the license and any conditions

6. Payment Terms: Financial considerations including royalties or one-time payments

7. Intellectual Property Rights: Ownership and protection of the licensed IP

8. Quality Control: Standards and requirements for use of the licensed IP

9. Governing Law: Singapore law provisions and jurisdiction

What sections are optional to include in a Exclusive Perpetual License?

1. Improvements: Rights related to improvements or modifications to the licensed IP - use when licensed IP may be subject to technological advancement or improvement

2. Sub-licensing Rights: Terms for sub-licensing if permitted - use when licensee may need to sub-license to third parties

3. Export Controls: Restrictions on international use or transfer - use when licensed IP involves regulated technology or international use

What schedules should be included in a Exclusive Perpetual License?

1. Schedule 1: Licensed Intellectual Property: Detailed description of the IP being licensed

2. Schedule 2: Territory: Detailed description of geographical scope

3. Schedule 3: Quality Control Standards: Specific requirements for maintaining quality in use of IP

4. Schedule 4: Payment Schedule: Detailed payment terms and calculations if applicable

Authors

Alex Denne

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

Jurisdiction

Singapore

Document Type

License Agreement

Sector

IP

Cost

Free to use
Relevant legal definitions


























Clauses




























Industries

Copyright Act 2021: Primary legislation governing copyright protection and licensing in Singapore, including recent updates and modernization of copyright law

Patents Act: Legislation governing the protection and licensing of patents in Singapore

Trade Marks Act: Legislation governing trademark protection and licensing in Singapore

Registered Designs Act: Legislation covering the protection and licensing of registered designs in Singapore

Intellectual Property Office of Singapore Act: Establishes and governs the operations of IPOS, the primary IP regulatory body in Singapore

Contract Law: Common law principles governing contract formation, validity, and enforcement in Singapore

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

Unfair Contract Terms Act: Regulates the use of exclusion and limitation clauses in contracts

Competition Act: Ensures exclusive licensing arrangements do not violate competition laws or create unfair market conditions

Personal Data Protection Act: Governs the collection, use, and disclosure of personal data if involved in the licensing arrangement

Consumer Protection (Fair Trading) Act: Protects consumer interests in commercial transactions including licensing agreements

TRIPS Agreement: International treaty setting minimum standards for IP protection and enforcement

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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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