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1. Parties: Identification and details of the seller and purchaser
2. Background: Context of the transaction and brief description of the patent(s)
3. Definitions: Key terms used throughout the agreement
4. Sale and Purchase: Core terms of the transfer including price and payment terms
5. Warranties and Representations: Seller's guarantees regarding patent ownership and validity
6. Completion: Transfer process and timing
7. Governing Law: Specification of Singapore law and jurisdiction
1. Due Diligence: Specific pre-completion investigations provisions, typically used for complex patents or high-value transactions
2. Escrow Arrangements: Terms for holding funds in escrow, used in high-value transactions or when staged payments are required
3. Technology Transfer: Additional provisions for knowledge transfer, when technical knowledge transfer is required alongside patent
4. Confidentiality: Non-disclosure obligations, when sensitive information will be shared
1. Patent Details: Full technical specifications and registration details of the patent(s)
2. Patent Documentation: List of all documentation to be transferred
3. Assignment Form: Official form for IPOS registration of transfer
4. Existing Licenses: Details of any existing licenses or encumbrances
5. Due Diligence Results: Summary of investigations and findings (if applicable)
Assignee
Assignor
Business Day
Completion
Completion Date
Confidential Information
Effective Date
Encumbrance
Governmental Authority
IPOS
Intellectual Property Rights
Law
Patent Documentation
Patent Family
Patent Rights
Patents
Purchase Price
Related Rights
Representatives
Singapore
Third Party Rights
Transaction
Transfer Documents
Warranties
Sale and Purchase
Purchase Price and Payment
Completion
Pre-Completion Obligations
Post-Completion Obligations
Warranties and Representations
Patent Validity
Title and Ownership
Further Assurance
Assignment and Transfer
Confidentiality
Technology Transfer
Infringement Protection
Due Diligence
Taxes and Expenses
Notices
Force Majeure
Severability
Entire Agreement
Amendment and Waiver
Third Party Rights
Governing Law
Dispute Resolution
Registration Requirements
Indemnification
Survival
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