Co Exclusive License Template for Singapore

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What is a Co Exclusive License?

A Co-Exclusive License is utilized when a rights holder wishes to grant exclusive rights to more than one party while maintaining control over the licensed property. This agreement type is particularly relevant in Singapore's technology and innovation-focused economy, where multiple market players may need access to the same intellectual property rights. The document typically includes detailed provisions on territorial rights, usage limitations, quality control, and revenue sharing arrangements. It is structured to comply with Singapore's robust IP protection framework and competition laws.

Reviewed by

Swetha Meenal

Legal Engineer, GenieAI

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A lawyer, legal researcher and legal tech founder, Swetha has built AI products deployed inside Tier 1 firms and enterprises. She ensures GenieAI's alignment with the latest regulation and executes testing on the legal robustness of Genie output.

Reviewed by

Imad Mohammed Nazar

Legal Engineer, GenieAI

Imad Mohammed Nazar profile photo

A Skadden-trained M&A lawyer, Imad advised on cross-border transactions and contractual risk before moving into legal AI. He reviews GenieAI's output for compliance and enforceability across our 150+ supported jurisdictions, as well as facilitating external benchmarking.

Jurisdiction

Singapore

Publisher

GenieAI

Sector

Business

Cost

Free to use

Last updated

About the Co Exclusive License

A Co Exclusive License is a specialized intellectual property agreement that allows you to grant exclusive rights to multiple licensees simultaneously while retaining ownership of your IP assets. Under Singapore law, this arrangement provides a strategic alternative to traditional exclusive licensing by enabling controlled market expansion through carefully selected partners who share exclusive access to your intellectual property rights.

When do you need this document?

You need a Co Exclusive License when you want to maximize market penetration while maintaining exclusivity standards. This is particularly relevant in Singapore's competitive technology sector where multiple distributors may be required to effectively reach different market segments or geographic territories. The agreement is essential when licensing software to regional partners, granting manufacturing rights to multiple producers in different territories, or allowing several retailers exclusive access to branded products within defined markets. It's also valuable when you need to balance exclusivity with market coverage, ensuring your IP generates optimal revenue through strategic partnerships.

Key legal considerations

The agreement must clearly define the scope of exclusivity for each licensee to prevent conflicts and potential litigation. You need to establish precise territorial boundaries, usage limitations, and performance obligations to ensure each party understands their rights and responsibilities. Quality control provisions are crucial to protect your IP's value and reputation, requiring licensees to maintain specified standards and submit to regular audits. Revenue sharing arrangements must be transparent and enforceable, with clear mechanisms for calculating and distributing royalties. Termination clauses should address breach scenarios, non-performance, and the return of confidential information. Additionally, you must include provisions for dispute resolution and specify which party bears responsibility for IP enforcement against third-party infringers.

Legal requirements in Singapore

Under Singapore law, your Co Exclusive License must comply with the Copyright Act (Cap. 63) for copyrighted materials, the Patents Act (Cap. 221) for patented inventions, and the Trade Marks Act (Cap. 332) for trademark licensing. The agreement should incorporate principles from the Application of English Law Act (Cap. 7A) for contract formation and enforcement. You must ensure the license terms don't violate Singapore's competition laws or create anti-competitive arrangements. If your license involves registered designs, compliance with the Registered Designs Act (Cap. 266) is mandatory. The document should include Singapore governing law clauses and specify Singapore courts' jurisdiction for dispute resolution. You must also consider tax implications under Singapore's tax treaties and ensure compliance with any industry-specific regulations that may apply to your licensed IP.

GOVERNING LAW

Applicable law

This Co Exclusive License is drafted to comply with Singapore law. Key legislation includes:

Copyright Act (Cap. 63): Primary legislation governing copyright protection in Singapore, essential for defining the scope of copyrightable materials in the license agreement

Patents Act (Cap. 221): Legislation governing patent rights and protection in Singapore, crucial for licensing of patented inventions or processes

Trade Marks Act (Cap. 332): Framework for trademark protection and licensing in Singapore, important if the license involves branded products or services

Registered Designs Act (Cap. 266): Legislation protecting industrial designs in Singapore, relevant if the license includes design rights

Application of English Law Act (Cap. 7A): Incorporates English contract law principles into Singapore law, providing the fundamental framework for contract formation and enforcement

Competition Act (Cap. 50B): Regulates anti-competitive practices and market dominance, ensuring license terms don't violate competition laws

Contract Formation Requirements: Legal principles governing offer, acceptance, consideration, and intention to create legal relations in Singapore contracts

Co-Exclusive License Principles: Specific considerations for co-exclusive licensing including rights allocation, territory division, and multiple licensee management

Foreign Investment Regulations: Rules governing foreign participation in licensing agreements, including any restrictions or reporting requirements

Stamp Duties Act: Requirements for stamp duty payment on certain types of agreements in Singapore, if applicable to the license

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