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Option Agreement Intellectual Property
"I need an Option Agreement for Intellectual Property to grant a potential buyer a 6-month option to purchase our AI software patents in Singapore, with an option fee of $50,000 and exercise price of $2 million, starting from January 2025."
1. Parties: Identification and details of the option grantor and grantee
2. Background: Context of the agreement and brief description of the IP subject matter
3. Definitions: Key terms used tHRoughout the agreement including IP, Option Period, Exercise Price
4. Grant of Option: Core terms of the option, including duration and scope
5. Option Exercise: Mechanism and process for exercising the option
6. Consideration: Option fee and exercise price details
7. Representations and Warranties: Standard IP ownership and authority warranties
8. Confidentiality: Protection of confidential information exchanged
9. Governing Law: Singapore law provisions and jurisdiction
1. Due Diligence Rights: Rights to examine IP during option period - recommended for complex IP portfolios requiring investigation
2. Maintenance of IP: Obligations regarding IP protection during option period - recommended for registered IP rights requiring active maintenance
3. Right of First Refusal: Additional rights if option not exercised - recommended when parties want ongoing relationship beyond option
4. Competition Law Compliance: Specific provisions ensuring compliance - recommended for agreements affecting market competition
1. Schedule 1 - IP Description: Detailed description of IP subject matter
2. Schedule 2 - Option Exercise Notice: Form of notice for exercising the option
3. Schedule 3 - IP Assignment Agreement: Form of agreement to be executed upon exercise
4. Schedule 4 - Due Diligence Materials: List of materials to be provided during diligence
5. Schedule 5 - Existing Licenses: List of existing licenses or encumbrances on IP
Authors
Intellectual Property
Option
Option Period
Option Fee
Exercise Price
Exercise Notice
Effective Date
Completion Date
IP Rights
Background IP
Confidential Information
Due Diligence Materials
Encumbrances
Exercise Date
Grantor
Grantee
Intellectual Property Rights
Licensed Patents
Licensed Trademarks
Licensed Copyrights
Material Adverse Change
Permitted Uses
Related Rights
Territory
Third Party Rights
Transaction Documents
Working Day
Existing Licenses
IP Assignment Agreement
Completion
Default Event
Force Majeure Event
Improvements
Know-How
Trade Secrets
Option Exercise
Consideration
Due Diligence
Representations and Warranties
Conditions Precedent
IP Protection
IP Maintenance
Confidentiality
Non-Disclosure
Assignment
Term and Termination
Exercise Notice
Payment Terms
Exclusivity
Further Assurance
Force Majeure
Governing Law
Dispute Resolution
Notices
Amendments
Entire Agreement
Severability
Third Party Rights
Competition Compliance
IP Warranties
Title Guarantee
Non-Competition
Security Interest
Indemnification
Insurance
Records and Audit
Costs and Expenses
Tax Provisions
Assignment and Transfer
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