Brand Royalty Agreement for Singapore

Brand Royalty Agreement Template for Singapore

A Brand Royalty Agreement under Singapore law is a legal contract that establishes the terms under which one party (the licensor) grants another party (the licensee) the right to use its brand, trademarks, and associated intellectual property in exchange for royalty payments. The agreement is governed by Singapore's Trade Marks Act and related intellectual property legislation, incorporating strict quality control measures and compliance with local regulatory requirements. It details payment terms, usage rights, territories, and brand protection measures.

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What is a Brand Royalty Agreement?

Brand Royalty Agreements are essential documents for businesses seeking to monetize their brand assets or expand their market presence tHRough licensed partnerships. Under Singapore law, a Brand Royalty Agreement establishes the framework for brand licensing, including detailed provisions for quality control, payment structures, and territorial rights. These agreements are particularly relevant in today's global marketplace, where brand value and intellectual property rights are crucial business assets. The document ensures compliance with Singapore's robust intellectual property protection regime while providing clear guidelines for both licensors and licensees.

What sections should be included in a Brand Royalty Agreement?

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

2. Background: Context of the agreement and ownership status of the brand

3. Definitions: Key terms used tHRoughout the agreement including Brand, Territory, Licensed Products, Net Sales, etc.

4. Grant of Rights: Scope of brand usage rights being licensed, including any restrictions and reservations

5. Territory: Geographical scope of the license and any territorial restrictions

6. Royalty Payments: Payment terms, calculation methods, reporting requirements, and audit rights

7. Quality Control: Standards and monitoring of brand usage, approval processes, and inspection rights

8. Term and Termination: Duration of the agreement and conditions for termination or renewal

9. Representations and Warranties: Legal guarantees from both parties regarding their rights and obligations

10. Indemnification: Obligations to protect against losses and liability allocation

11. Confidentiality: Protection of confidential information shared during the agreement

12. Governing Law and Jurisdiction: Applicable law and dispute resolution mechanisms

What sections are optional to include in a Brand Royalty Agreement?

1. Minimum Performance Requirements: Specific sales or performance targets that the licensee must achieve

2. Sub-licensing Rights: Rights and conditions for granting sub-licenses to third parties

3. Marketing Obligations: Specific marketing commitments and brand promotion requirements

4. Non-Competition: Restrictions on competing activities during and after the agreement

5. Insurance: Required insurance coverage and minimum policy requirements

What schedules should be included in a Brand Royalty Agreement?

1. Schedule 1 - Brand Guidelines: Detailed specifications for brand usage and representation

2. Schedule 2 - Licensed Marks: List and images of all trademarks covered by the agreement

3. Schedule 3 - Royalty Calculation Methods: Detailed formulas and examples for calculating royalties

4. Schedule 4 - Approved Products/Services: List of products or services covered by the license

5. Schedule 5 - Quality Control Standards: Detailed quality requirements and inspection procedures

6. Schedule 6 - Territory Map/Details: Specific definition of licensed territories

7. Schedule 7 - Reporting Templates: Standard forms for sales reports and royalty calculations

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

Jurisdiction

Singapore

Publisher

Genie AI

Document Type

Royalty Agreement

Sector

IP

Cost

Free to use

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