Simple Trademark License Agreement Template for Singapore

A Simple Trademark License Agreement is a legal contract that allows you to grant or obtain permission to use a registered trademark under Singapore law. This document establishes the terms under which a trademark owner (licensor) permits another party (licensee) to use their trademark while maintaining control over how the mark is used and ensuring compliance with the Trade Marks Act (Cap. 332).

When do you need this document?

You need a trademark license agreement when expanding your business through franchising arrangements, allowing distributors to use your brand name, or entering joint ventures where trademark usage is required. This document is essential if you're a trademark owner seeking to monetise your intellectual property through licensing fees or royalties, or if you're a business wanting to use another company's established trademark for manufacturing, distribution, or retail purposes. The agreement is particularly important when licensing internationally registered marks in Singapore or when local businesses seek to use foreign trademarks within Singapore's jurisdiction.

Key legal considerations

Quality control provisions are mandatory under Singapore law and must be clearly defined to maintain your trademark's validity and enforceability. You must specify the exact scope of the license, including geographical limitations, product categories, and duration to prevent unauthorised expansion of usage rights. Payment terms require careful structuring, including license fees, royalty percentages, and minimum guaranteed payments to ensure fair compensation. Termination clauses should address breach scenarios, notice periods, and post-termination obligations to protect both parties' interests. The agreement must include provisions for trademark registration maintenance, infringement procedures, and dispute resolution mechanisms specific to Singapore's legal framework.

Legal requirements in Singapore

Under the Trade Marks Act (Cap. 332), trademark licenses must include adequate quality control mechanisms to prevent abandonment of trademark rights through non-use or misuse. The Intellectual Property Office of Singapore (IPOS) requires registration of exclusive licenses to ensure enforceability against third parties, and failure to register may limit your legal remedies. The Contract Law (Amendment) Act governs the formation and enforceability of your licensing agreement, requiring clear consideration and mutual obligations. Electronic execution is permitted under the Electronic Transactions Act, but proper authentication procedures must be followed. Competition Act compliance is essential to ensure your licensing terms don't constitute anti-competitive practices, particularly regarding territorial restrictions and pricing controls that could affect market competition.