Patent Purchase Agreement Template for Philippines

1. Know-How Transfer: Terms for transfer of associated technical knowledge and documentation, if applicable

2. Transition Services: If seller agrees to provide support services post-closing

3. Existing Litigation: Handling of any ongoing patent litigation or disputes

4. License Back: Terms if seller requires continued limited use of the patent(s)

5. Existing Licenses: Treatment of existing licenses and licensees

6. Employee Matters: If relevant inventors or key employees are part of the transaction

7. Foreign Registration: If patent has international registrations requiring additional transfer steps

8. Earn-out Provisions: If purchase price includes performance-based payments

9. Competition Restrictions: Non-compete or other restrictive covenants if required

1. Schedule A - Patent Schedule: Detailed list of patents including registration numbers, jurisdictions, and expiration dates

2. Schedule B - Patent Assignment Form: Form of assignment to be filed with IP Office

3. Schedule C - Encumbrances: List of existing licenses, security interests, or other encumbrances

4. Schedule D - Required Consents: List of third-party consents required for transfer

5. Schedule E - Disclosure Schedule: Exceptions to representations and warranties

6. Schedule F - Transfer Documents: Forms of additional transfer documents required for closing

7. Appendix 1 - Technical Description: Detailed technical description of the patented invention(s)

8. Appendix 2 - Payment Schedule: Detailed payment terms and mechanics if complex payment structure