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Inbound License Agreement for Singapore

Inbound License Agreement Template for Singapore

An Inbound License Agreement under Singapore law is a legally binding contract where one party (Licensee) obtains rights to use intellectual property, technology, or other assets from another party (Licensor). This agreement is governed by Singapore's robust IP and contract laws, including the Copyright Act 2021 and Patents Act, providing strong protection for both parties. The document outlines the scope of licensed rights, usage terms, payment obligations, and compliance requirements under Singapore's jurisdiction.

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Inbound License Agreement

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What is a Inbound License Agreement?

An Inbound License Agreement is essential when a company needs to legally acquire rights to use another party's intellectual property, technology, or assets. This document, governed by Singapore law, establishes the framework for receiving and using licensed materials while ensuring compliance with Singapore's intellectual property regime. The agreement covers crucial elements such as license scope, payment terms, usage restrictions, and protection measures. It's particularly important in Singapore's technology-focused economy, where IP protection and licensing are critical for business operations.

What sections should be included in a Inbound License Agreement?

1. Parties: Identifies and defines the contracting parties (Licensor and Licensee)

2. Background: Contextual information about the license arrangement and purpose

3. Definitions: Key terms used throughout the agreement

4. Grant of License: Specific rights being licensed, including scope, territory, and duration

5. License Fees: Payment terms, amounts, and schedule

6. IP Rights and Ownership: Clarification of IP ownership and protection measures

7. Confidentiality: Protection of confidential information

8. Term and Termination: Duration and termination provisions

9. Governing Law and Jurisdiction: Specification of Singapore law as governing law and jurisdiction details

What sections are optional to include in a Inbound License Agreement?

1. Technical Support: Support services provided by licensor - include when the license includes technical support services

2. Source Code Escrow: Terms for source code protection and access - include for software licenses where source code protection is critical

3. Data Protection: PDPA compliance provisions - include when personal data processing is involved

4. Export Controls: Export compliance provisions - include for international licensing arrangements

5. Maintenance and Updates: Terms regarding maintenance services and updates - include when ongoing maintenance is part of the license

What schedules should be included in a Inbound License Agreement?

1. Schedule 1 - Licensed Materials: Detailed description of licensed IP/materials

2. Schedule 2 - Technical Specifications: Technical details and requirements of the licensed materials

3. Schedule 3 - Fee Schedule: Detailed breakdown of fees and payment terms

4. Schedule 4 - Service Level Agreement: Performance metrics and service standards for any ongoing services

5. Schedule 5 - Support and Maintenance Terms: Detailed provisions for technical support and maintenance services

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Singapore

Publisher

Ƶ

Document Type

License Agreement

Sector

IP

Cost

Free to use
Relevant legal definitions







































Clauses










































Industries

Copyright Act 2021: Primary legislation governing copyright protection and licensing in Singapore, recently revised to strengthen creators' rights and fair use provisions

Patents Act: Fundamental legislation governing patent rights, protection, and licensing in Singapore

Trade Marks Act: Core legislation protecting trademarks and governing their licensing in Singapore

Registered Designs Act: Legislation protecting and regulating the licensing of industrial designs in Singapore

Contract Law (Amendment) Act: Governs the formation and enforcement of contracts, including licensing agreements in Singapore

Electronic Transactions Act: Regulates electronic transactions and digital signatures, relevant for digital licensing agreements

Competition Act 2004: Ensures fair competition and prevents anti-competitive practices in licensing agreements

Personal Data Protection Act 2012: Regulates the collection, use, and disclosure of personal data, crucial if license involves data transfer

Computer Misuse Act: Relevant for software licensing, protecting against unauthorized access and use of computer systems

Telecommunications Act: Applicable if license involves telecommunications technology or services

Broadcasting Act: Relevant if license involves broadcasting rights or technology

WIPO Copyright Treaty: International treaty protecting copyrights in the digital environment

TRIPS Agreement: International agreement on trade-related aspects of intellectual property rights

Consumer Protection (Fair Trading) Act: Protects consumer interests in commercial transactions including licensing

Unfair Contract Terms Act: Regulates unfair terms in contracts, ensuring balance in licensing agreements

Arbitration Act: Governs arbitration proceedings for dispute resolution in Singapore

Mediation Act: Provides framework for mediation as an alternative dispute resolution method

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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