Chinese And Foreign Patent Technology Licensing Contracts

Chinese and foreign patent technology licensing contracts

Time of signing: time and time.

Place of signing: location, location, area, location, location, location, location, location, location, location, location, location, location, etc.

Contract No.: it is: the first, the second and the third.

Catalog

Article 1 Definition

The second contract scope

Third contract prices

Fourth terms of payment

Delivery and improvement of Fifth Materials

Sixth infringement and guarantee

Seventh taxes and fees

Eighth dispute resolution

The ninth entry into force and other contracts.

Enclosure

Appendix 1: the name, content and application of patent information

Annex two model, specification and technical parameters of contract products

Appendix three the starting time and calculation method of royalty rate

Annex four contents and methods of account checking by pferor

text

The company is one of the two countries.

The pferor is the patent holder of the technology.

In view of the right of the pferor, it also agrees to grant the pferee the right to use the patent right, the manufacturing power and the product of the patent technology.

In view of the pferee's desire to use the patented technology of the Licensor to manufacture and sell products;

The authorized representatives of the two sides agreed to sign the contract on the following terms through friendly negotiation.

Article 1 Definition

1. "

"Refers to the technology listed in Appendix 1 to this contract. The technology has been granted the patent right by the Chinese Patent Office of the sun and moon, China, and the patent code is No.

2. "Transferor" refers to the company, the company's legal representative, agent and property successor.

3. "assignee" refers to the company of the company, or the legal representative, agent and property successor of the company.

4. "contract products" refers to the products listed in Annex II to the contract.

5. "contract factory" refers to the factory which produces the contract products. The factory is located in the city of China, the name of which is the factory of the company.

6. "net selling price" refers to the balance of the sales invoice price of a contract product after deducting the cost of packing, pportation, insurance, commission, business discount, tax and purchase.

7. "patent information" refers to the relevant information listed in Annex I to this contract.

8. "effective date of contract" means the date of approval of the last party of the relevant authorities of this contract.

The second contract scope

1. the pferee agrees to obtain the right to design, manufacture and sell the contract products from the pferee and the pferee.

The names, models, specifications and technical parameters of the contract products are detailed in annex two to the contract.

2. the Licensor shall grant the pferee the right to license and design, manufacture, contract, use, sell and export the contract products in the state of the state. The right is exclusive and non pferable.

3. the pferor is responsible for providing patent information to the pferee, including the name, content, application and patent number of the contract. Details are shown in Appendix 1 to the contract.

4. in the execution of the contract, the pferee is obliged to provide the assignee at the most favorable price if the pferee needs the Licensor to provide technical services or part of the spare parts or raw materials needed for production.

5. the pferor agrees with the pferee's right to use its trademark. The joint trademark of both parties may be used on the contract product or the word "manufactured according to the Licensor's license" is indicated.

Third article

1. according to the content and scope of the second regulations, the contract is used to calculate the price by royalty, and the currency in valuation is US dollars.

2. the calculation time of the royalty rate of the contract starts from the month of the first month after the date of the effective date of the contract, and is calculated as the settlement date of the royalty in December 31st per calendar year.

3. the royalty rate is calculated according to the net sales price after the sales of the contract products, and the royalty rate is%. The royalty rate shall not be calculated if the contract products are not sold.

4. within 10 days after the date of the royalty payment, the pferee shall submit the sales volume, net sales and royalty fees of the contract products to the pferee in written form in the form of written notice, and the detailed calculation method of the net sales and royalty rates shall be detailed in Annex three to the contract.

5. if the pferor needs to check the accounts of the pferee, he shall notify the pferee within 10 days after receiving the written notice issued by the pferee in accordance with the third, fourth paragraph. The contents and procedures of the specific audit shall be detailed in Annex four to the contract.

Fourth terms of payment

1. the royalties stipulated in the third clause of this contract shall be paid to the pferor through the Bank of the bank (the business bank of the pferee here) and the Bank of the Bank of the C / C (the business bank of the pferor here). The currency used in the payment is US dollars.

2. the pferee shall issue the relevant documents immediately after receiving the written notice issued by the pferee in accordance with the provisions of the third third, fourth paragraphs. The pferee shall pay the royalty to the pferor within 30 days after receipt of the following documents issued by the pferor.

A. royalty fee is calculated in a single form of four copies.

B. commercial invoice in four copies.

C. two copies of sight draft.

3. in accordance with the provisions of this contract, the pferee shall be entitled to deduct directly from the above payment if the pferor is required to pay the penalty or compensation to the pferee.

Delivery and improvement of Fifth Materials

1. the pferor shall provide the pferee with the name and content of the patent information as well as the relevant directions of the patent office's application for patent according to the provisions of annex two to the contract.

2. the pferor shall, when signing the contract, deliver the patent data specified in the fifth first items to the pferee.

(Note: because patent information is readily available, the pferor is required to submit it when signing the contract.

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3. during the term of validity of the contract, the two parties should provide free and improved technical information for each other to the other party if the technology involved in the contract product is improved and developed.

4. improvement and development

The ownership belongs to the improvement and development party, and the other party shall not make use of these technical data to apply for patent and pfer to the third party.

Sixth infringement and guarantee

1. the pferor guarantees that it is the lawful holder of all the patent technology and patent information of the contract and has the right to assign it to the pferee. If the third party accuses of infringement during the execution of the contract, the pferor shall be responsible for negotiating with the third party and shall bear all legal and economic responsibilities arising therefrom.

2. the pferor guarantees that the patent covered in this contract is valid and lawful during the execution of the contract.

If the patent is invalidation due to the reason of the Licensor, the pferor shall reimburse the pferee to the pferee after the invalidation of the patent and pay interest to the pferee on the basis of the annual interest plus% of the interest.

3. during the period of validity of the contract, the pferor shall pay the patent maintenance fee on time in accordance with the relevant provisions of the Patent Office of the recipient country, so as to maintain the validity of the patent.

4. during the execution of the contract, if the legal nature of the patent involved in this contract has changed, the pferor shall immediately notify the pferee in writing, and then negotiate the execution of the contract.

Seventh taxes and fees

According to its current tax law, the 1.________ government shall collect all taxes and duties imposed by the pferee on the execution of the contract by the pferee.

According to its current tax law, the 2.________ government shall collect all taxes and charges related to the execution of the contract by the pferor.

Eighth dispute resolution

1. all disputes arising from or in connection with the execution of this contract shall be settled through friendly negotiation.

2. if the two sides fail to reach an agreement through negotiation, they shall refer to the arbitration agency of the State Council or the relevant court of the State Council.

If it is to appeal to arbitration, the Arbitration Commission shall arbitrate in accordance with the provisional rules of procedure of the Arbitration Commission in accordance with the provisional rules of procedure of the Arbitration Commission.

3. the arbitral award or the court's decision is final and binding upon both parties.

4. the arbitration fee or litigation fee shall be borne by the losing party.

5. in the process of dispute settlement, other parts of the contract will continue to be executed except for the part of arbitration or litigation.

The ninth entry into force and other contracts.

1. the contract is signed by the authorized representatives of both sides.

Each party shall apply for approval to its respective authorities separately, with the date of ratification of the last party as the date of entry into force of this contract.

Both parties should try their best to obtain the approval of the contract within 90 days, and then notify the other party by telex and confirm it by letter.

2. the contract shall not be effective for 6 months from the date of signing, and both parties have the right to cancel the contract. Once the contract is cancelled, the pferee shall return the patent information specified in fifth articles to the pferor.

3. the validity period of this contract shall be calculated from the effective date of the contract.

4. when the contract is invalid, if the patent involved in the contract is still valid, the pferee shall not continue to use the patent. If it is necessary to continue to use the contract, it shall renew the contract with the pferor. If the patent involved in the contract fails as soon as the contract becomes invalid, the pferee may continue to use the patent without paying any fee to the pferor.

5. when the contract is expired, the unissued claims and debts issued by both parties shall not be affected by the expiration of the contract, and shall continue to fulfill their respective responsibilities.

6. in the execution of the contract, any changes, modifications and additions and subtractions to the terms of the contract shall be agreed and signed by both parties.

As an integral part of the contract, it has the same effect as the contract.

7. the contract is composed of articles 1 to ninth and Annexes 1 to four. The body and annexes of the contract are inseparable and have the same legal effect.

8. the contract is written in English, and each side holds two copies.

Within the validity period of the contract, the parties shall carry out the formal notice in English, and they shall be sent by registered airmail in two copies.

The legal addresses of the parties to the contract are as follows:

A. the pferee: the company is the company.

Address: the streets of the city, the streets of the city.

Teletype: Yat, y.

Facsimile: fax, TD, TD, TD, TD, TD, TD, TD, TD, TD, TD, TD, etc.

B. pferor: Ltd.

Address: the streets of the city, the streets of the city.

Teletype: Yat, y.

Facsimile: fax, TD, TD, TD, TD, TD, TD, TD, TD, TD, TD, TD, etc.

The pferee: the two sides of the road:

Address: it is: the first, the second and the third.

Postal Code: it is called "the", "the" and "the".

Tel: TK, TK, TK, TK, TK, TK, TK, TM, TM, TM, TM, TM, etc.

Teletype: it is called "the", "the", "the" and "the".

Representative (signature):

This is the year of the year.

The pferor: he is the first person.

Address: it is: the first, the second and the third.

Postal Code: it is called "the", "the" and "the".

On the phone.

On the other hand.

Representative (signature):

This is the year of the year.