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International Contract For The Pfer Of Know-How

2008/12/23 16:49:00 41945

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Contract catalogue

Preface

Chapter I definition

The second chapter is about the content and scope of the contract.

The third chapter price

Fourth chapter payment and payment terms

The fifth chapter is the delivery of information.

The sixth chapter is modification and improvement of technical data.

The seventh chapter is examination and acceptance.

The eighth chapter guarantees and claims.

The ninth chapter of tort and secrecy

The tenth chapter tax and fee

The eleventh chapter of arbitration

The twelfth chapter is force majeure.

The thirteenth chapter is the entry into force, termination and other aspects of the contract.

The fourteenth chapter is statutory address.

Enclosure:

1. The type, specifications and technical parameters of the contract products.

Two, technical data list and delivery time (omitted)

Three. Training for party a personnel.

Four. Technical services provided by Party B to experts.

Five, product examination and acceptance method (omitted)

Six. Irrevocable letter of guarantee issued by Party B's Bank (omitted)

Seven. Irrevocable letter of guarantee issued by the Bank of first party (omitted)

Eight. List of patents and patent applications of Party B concerning contract products.

Preface

This contract is signed in the year of the year of the year.

One side is: the company is the company, and the company is the abbreviation of the company.

The other party is: the company, the company, hereinafter referred to as Licensor, Party B, or abbreviation for the company.

In view of Party B's own know-how for designing, manufacturing, installing and selling products of the company's products.

In view of the fact that Party B has the right and consent to pfer the above know-how to Party A;

In view of Party A's desire to use proprietary technology of Party B to design, manufacture, sell and export products,

The two sides reached an agreement through friendly negotiation as follows:

(Note: in the preface of the contract, "in view of...

The terms, or "Recital", helps to explain the background, causes, nature and specific circumstances of the contract, and has some potential legal functions.

Some small contracts can also be omitted.

)

Chapter I definition

For the purpose of this contract

1.1 "know-how":

1.2 "contract products":

1.3 "check products":

1.4 "technical information":

1.5...

(Note: in some contracts or in contracts with few key words, it is not necessary to make a separate definition.

)

The second chapter is about the content and scope of the contract.

2.1 Party A agrees to obtain from Party B, Party B agrees to pfer to Party A the know-how of design, manufacture, sale, installation and maintenance of the contract products.

The type, specifications and technical parameters of the contract products are shown in Appendix 1 to the contract.

2.2 Party B acknowledges Party A's right to design and manufacture Contract Products in China, and to use, sell and export at home and abroad.

Such rights are non exclusive and non pferable rights.

2.3 Party B is responsible for providing Party A with the know-how and technical data related to the contract products (hereinafter referred to as the information). Its specific contents and delivery time are detailed in annex two to the contract.

2.4 Party B accepts and arranges Party A technicians to go to Party B.

Party B should try its best to satisfy the training requirements of Party A so that Party A can master the above know-how.

The specific requirements are detailed in Annex three to the contract.

2.5 Party B is responsible for sending technical personnel to Party A for technical services at its own cost. The specific requirements are detailed in Annex four to the contract.

2.6 if Party A is required, Party B is obliged to provide Party A with the most favorable price for parts and materials of the contract products.

The two sides will negotiate separately to sign the contract.

2.7 Party B agrees to Party A's right to use Party B's trademark, and adopts the joint trademark of Party A's factory and Party B or the words made according to Party B's license on the contract products produced by Party A's factory.

The third chapter price

3.1 according to the contents and scope stipulated in the second chapter of this contract, the total contract price paid by Party A to Party B shall be USD, $, $, and USD.

3.2 the total price of the above contract is fixed price.

Including all costs before delivery of the data.

Fourth chapter payment and payment terms

4.1 all expenses under this contract are paid in line with T/T (M/T).

The amount paid by Party B to Party A shall be paid by bank and bank.

All bank charges incurred in Party A shall be borne by Party A. the bank charges incurred outside party A shall be borne by Party B.

4.2 the total contract price stipulated in the third chapter of this contract shall be paid by Party A to Party B in accordance with the following methods and proportion.

4.2.1 the total contract price (or entry fee) will be paid to Party B 30 days after the date of the following documents.

A. a copy of the valid export license is issued by the government of Party B, or a certificate issued by the administration without the need for an export license.

B. the sum issued by Party B's Bank is one copy of the irrevocable letter of guarantee in the first part of the letter of credit.

The form of letter of guarantee is shown in Appendix six to the contract.

C. the proforma invoice is four copies of the total contract price.

D. one copy of the draft at sight.

Party A shall submit to Party B a copy of the irrevocable letter of guarantee issued by the Bank of the first party in respect of the above amount.

The form of guarantee letter is shown in Annex seven to the contract.

4.2.2 the gross price of the contract shall be two yuan (%), and the total amount is 30.

A. commercial invoice in four copies.

B. one copy of the draft at sight.

C. in accordance with the technical documents provided in section two of the contract, the last delivery of the air waybill and the letter that Party B has fully paid the technical information.

The total contract price of the 4.2.3 contract is three% (% of the total amount of the gross domestic product) (30%). After the training is completed according to the contract annex No. 1, Party A will pay the Party A's approval within two days after receipt of the documents.

A. commercial invoice in four copies.

B. one copy of the draft at sight.

C. training documents signed by the two sides have been issued in two copies in accordance with the contract requirements.

The total contract price of the 4.2.4 contract shall be paid to Party B within 30 days after receipt of Party B's documents.

A. commercial invoice in four copies.

B. one copy of the draft at sight.

C. There are two copies of the certificate of inspection and acceptance of the contract products signed by both parties in one copy.

(Note: the number and proportion of the total contract price (or entry fee) should be determined according to different situations.

When deducting royalty, the following terms can be used.

4.3 according to the provisions of the provisions of the regulations, Party A will pay royalties and royalty payments after the examination and acceptance of products.

4.3.1 within 15 days after December 31st every year, Party A will notify Party B of the actual sales volume of the last calendar year (Note: two times a year, or other ways).

4.3.2 Party A shall pay Party A to Party B within 30 days after receipt of the following documents.

A. There are four copies of the royalty calculation in this period.

B. commercial invoice in four copies.

C. one copy of the draft at sight.

4.4 in accordance with the provisions of this contract, Party B shall have the right to deduct any payment in any of the above if Party B is required to pay penalty or compensation to Party A.

The fifth chapter is the delivery of information.

5.1 Party B shall deliver the technical information at the airport at the airport at the airport at the time of the delivery and the time specified in annex two to this contract.

The date of stamping of 5.2________ airport airfreight unit is the actual delivery date of technical information.

Party A will send a copy of the bill of lading with the date of arrival to the Party B.

5.3 within 24 hours after the delivery of each batch of technical information, Party B shall notify Party A by telegraph or telex to the contract number, air waybill No., air waybill date, data item number, number, weight, flight number and expected arrival date.

Meanwhile, two copies of the air waybill and the detailed list of technical information are sent to Party A.

5.4 if the technical information is lost, damaged or short in the air pportation, Party B shall send it or send it to party a free of charge within 30 days after receiving the written notice from Party A.

5.5 the delivery of technical data shall have a fastening package suitable for long-distance pportation, multiple handling, rainproof and moisture-proof.

5.6 the package covers for each package of technical data should be marked in English:

A. Contract No.:

B. consignee:

C. destination:

D. shipping marks:

E. weight (kg):

F. box number and part number:

G. consignee Code:

5.7 the packing box should contain two detailed technical information lists, indicating the serial number, the code number, the name and the page number of the technical data.

The sixth chapter is modification and improvement of technical data.

6.1 Party B shall have the responsibility to assist Party A in modifying technical data and confirming it if the technical data provided by Party B are not suitable for production conditions of Party A (such as design standards, materials, equipment, or other production conditions).

(Note: according to the specific circumstances, it is best for both parties to negotiate how to modify the technical data of Party B in specific ways that are suitable for the production conditions of Party A.

6.2 during the term of validity of the contract, any improvement and development within the scope stipulated by the two parties shall be submitted to the other party free of charge.

6.3 improvement and development of technology, ownership is an improvement and development party, the other party shall not be used for patent or pfer.