Technology License Agreements are essential when one party wishes to grant another the right to use their proprietary technology while retaining ownership. Under Singapore law, these agreements must comply with local IP legislation, data protection requirements, and industry-specific regulations. The Technology License should clearly define the scope of use, territorial restrictions, payment terms, and protection mechanisms for the licensed technology. This document is particularly relevant in Singapore's growing technology sector and can be adapted for various types of technology transfer arrangements.
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1. Parties: Identification and details of the licensor and licensee
2. Background: Context of the agreement and brief description of the technology
3. Definitions: Key terms used throughout the agreement
4. Grant of License: Scope, nature, and territory of the license granted
5. Payment Terms: License fees, royalties, and payment schedules
6. IP Rights and Protection: Ownership, protection and enforcement of intellectual property rights
7. Confidentiality: Protection of confidential information and trade secrets
8. Warranties and Representations: Warranties regarding technology ownership, performance and compliance
9. Indemnification: Indemnification obligations of both parties
10. Term and Termination: Duration, renewal, and termination provisions
11. Governing Law and Jurisdiction: Choice of law and dispute resolution mechanisms
1. Implementation Services: Details of technical support and implementation services when the license includes implementation support
2. Source Code Escrow: Terms for source code protection and access arrangements for software licenses
3. Export Controls: Compliance with export regulations when technology is subject to export restrictions
4. Quality Control: Quality standards and monitoring provisions for licensed technology
5. Sublicensing Rights: Terms and conditions for sublicensing when permitted
1. Schedule 1 - Technical Specifications: Detailed description of the licensed technology, including technical requirements and functionality
2. Schedule 2 - Fee Schedule: Detailed breakdown of all fees, royalties, and payment terms
3. Schedule 3 - Service Level Agreement: Performance metrics, support standards, and response times
4. Schedule 4 - Maintenance and Support Terms: Details of ongoing support, maintenance obligations, and upgrade provisions
5. Schedule 5 - Implementation Plan: Timeline and milestones for technology implementation and deployment
Relevant legal definitions
Agreement
Background IP
Confidential Information
Documentation
Effective Date
Foreground IP
Improvements
Initial Term
Intellectual Property Rights
Know-How
License
License Fee
Licensed Technology
Maintenance Services
Patent Rights
Permitted Purpose
Renewal Term
Royalties
Source Code
Specifications
Support Services
Technical Information
Territory
Third Party Components
Trade Secrets
Updates
Upgrades
Use
User
Working Day
Background IP
Confidential Information
Documentation
Effective Date
Foreground IP
Improvements
Initial Term
Intellectual Property Rights
Know-How
License
License Fee
Licensed Technology
Maintenance Services
Patent Rights
Permitted Purpose
Renewal Term
Royalties
Source Code
Specifications
Support Services
Technical Information
Territory
Third Party Components
Trade Secrets
Updates
Upgrades
Use
User
Working Day
Clauses
Grant of License
Scope of License
License Restrictions
Payment Terms
Royalties
Intellectual Property Rights
Ownership
Confidentiality
Technical Support
Maintenance
Warranties
Representations
Implementation
Training
Documentation
Quality Control
Record Keeping
Audit Rights
Term and Duration
Termination
Force Majeure
Assignment
Sub-licensing
Improvements
Updates and Upgrades
Indemnification
Limitation of Liability
Insurance
Compliance with Laws
Export Control
Data Protection
Source Code Escrow
Dispute Resolution
Governing Law
Notices
Entire Agreement
Severability
Waiver
Amendment
Scope of License
License Restrictions
Payment Terms
Royalties
Intellectual Property Rights
Ownership
Confidentiality
Technical Support
Maintenance
Warranties
Representations
Implementation
Training
Documentation
Quality Control
Record Keeping
Audit Rights
Term and Duration
Termination
Force Majeure
Assignment
Sub-licensing
Improvements
Updates and Upgrades
Indemnification
Limitation of Liability
Insurance
Compliance with Laws
Export Control
Data Protection
Source Code Escrow
Dispute Resolution
Governing Law
Notices
Entire Agreement
Severability
Waiver
Amendment
Relevant Industries
Relevant Teams
Relevant Roles
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