What are the requirements for a technology transfer contract to be effective
The conditions for recognition of technology transfer contracts are:
(1) The technical achievements that the subject parties of the contract have mastered when entering into the contract, Including invention patents, technical secrets and other intellectual property achievements.
(2) The subject matter of the contract is complete and practical nature, the relevant technical content should constitute a technical solution for products, processes, materials, varieties and other improvements.
(3) The parties have a clear understanding of the subject matter of the contract Intellectual property ownership agreement.
The subject matter of the technology contract is technical secrets. Technical secrets should meet the following conditions:
(1) Not serving the public goodEveryone knows.
(2) Can bring economic benefits to rights holders benefit.
(3) Practical.
(4) The rights holder has adopted confidentiality measures.
All or a substantial part of the technical secret has been made public , that is, what can be obtained directly from public information channels, should not be regarded as a technology transfer contract.
"Scope of use" clause in technology transfer contract
The technology transfer contract can stipulate the transferor and the recipient. The lessee shall implement the patent or use the technical secrets within the scope, but shall not restrict technological competition and technological development. Generally speaking, technology transfer contracts can stipulate the scope of use in the following aspects:
(1) Restrictions on usage rights: The parties to a technology transfer contract may agree on the usage rights of patents or technical secrets. The rights to use patents and technical secrets are divided into general licenses, exclusive licenses and exclusive licenses based on whether the transferor can use it himself or allow others to use it within the geographical scope that can be further discussed in detail.
(2) Limitation on the period of use: The parties to the technology transfer contract may agree on the patent or the period of use of technical secrets. If the contract does not stipulate a time limit or the agreement is unclear, the transferee's implementation of the patent or use of technical secrets is not subject to time limit. However, the term of the patent implementation license stipulated in the contract cannot exceed the entire patent term.
(3) Area of use restrictions: technology contracts The parties may agree on the area for the implementation of the patented technology or the use of technical secrets, and may also agree on the areas for product manufacturing, use and sales related to the implementation of the patented technology or use of technical secrets. If the contract does not stipulate in this regard, the transferee will be deemed to have the right to implement the patented technology in any region of the country or region where the patent was granted, and to use the technical secrets in any region of the world.
Geographic restriction clauses and patents in technology transfer contracts The geographical restrictions of the rights themselves are different. The geographical limitation of the patent right itself means that the patent is only valid in the country of granting it. This is a legal principle and does not need to be agreed in the contract. The geographical restrictions mentioned in the technology transfer contract generally refer to the geographical restrictions where the transferee has the right to use the technology subject matter of the patent implementation license contract to engage in manufacturing or sales activities.
(4) Restrictions on implementation methods: technology transfer The parties to the contract may agree on the patented technology and implementation methods. The technical achievements that are the subject of technology transfer contracts can be either technical methods or technical products. When the subject matter of a technology transfer contract is a technical method, and the technology can be used for multiple purposes and uses, the transferor can restrict the transferee in the contract to only use it for one or several purposes or uses. When the subject matter of a technology transfer contract is a technology product, the transferor may restrict one or more of the rights of the transferee in manufacturing, using, selling, and importing the product in the contract, and may also restrict the specific use of the product. Purpose and Use.
The parties to a technology contract can agree on the scope of use, but this does not mean that the parties can abuse their rights and hinder technological competition and technological development with various unreasonable terms.
Article 502 of the Civil Code [Contract Effective Time] A contract established in accordance with the law shall take effect from the time of establishment, unless otherwise provided by law or otherwise agreed upon by the parties.
In accordance with the provisions of laws and administrative regulations, the contract shall Approval and other procedures shall be handled in accordance with its regulations. If the failure to go through approval and other procedures affects the effectiveness of the contract, it will not affect the effectiveness of the contract's obligations such as reporting for approval and the effectiveness of related clauses. If the party that should go through the application approval and other procedures fails to perform its obligations, the other party may request that it bear liability for violating such obligations.
In accordance with the provisions of laws and administrative regulations, the terms of the contract If approval and other procedures are required for changes, transfers, cancellations, etc., the provisions of the preceding paragraph shall apply.
Reading the above we can know the technology transfer contract The qualification conditions are as follows. If readers need assistance with legal issues, please come to the Legal Savior Network for consultation. We have a professional team of lawyers to help you.
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