What is the technology transfer agreement?
A technology transfer agreement is an agreement that records the agreement among legal persons to transfer to each other industrial property objects such as know-how, technical knowledge of technology, technical solutions, computer software, design documents, formulas, specifications, drawings, technical diagrams, etc. The transfer of technology can be carried out through economic agreements, civil contracts or through the contribution of capital equal to technology value in investment projects.
Technology transfer agreement is specified in Chapter III of the Law on Technology Transfer 2017.
Form of technology transfer agreement
Except for the case of technology transfer in the form of independent technology transfer or capital contribution by technology, technology transfer must be established into a contract; other technology transfer is expressed in the form of a contract or an article or appendix to the contract or of an investment project dossier.
According to Article 22 of the Law on Technology Transfer 2017, the conclusion of a technology transfer agreement must be made in writing or other form of equivalent legal validity. Agreement must be signed and stamped by the parties (if any); signed and stamped (if any) on all the pages and appendix.
Technology transfer agreement’s terms and conditions:
- Name of the technology transferred;
- Transferred technology objects, products created by technology, standards and product quality;
- Transfer of ownership and/or rights to use technology;
- Transfer method;
- Rights and obligations of Parties;
- Price and Payment method;
- Period and effective time of the agreement;
- Definition, term used in the agreement (if any);
- Plan, progress, and location of technology transfer;
- Liability for breach of agreement;
- Dispute settlement;
- Other terms and conditions agreed by both Parties.
Effective time of technology transfer agreement
The effective date of the technology transfer agreement shall be agreed upon by the parties; In case the parties do not agree on the effective time of the contract, the effective time of the contract is the time of signing, unless otherwise provided for by law.
Technology transfer agreement restricting transfer take effect from the time of issuance of technology transfer licenses.
The technology transfer agreement in the case of registration takes effect from the time of issuance of the Certificate of registration of technology transfer; in the event of extension, amendment or supplementation, the agreement for extension, amendment or supplementation shall take effect from the time the competent authority issues the Certificate of registration of extension, amendment or supplementation of technology transfer.
Except for technologies restricted from transfer that have been granted technology transfer licenses, technology transfer agreement in one of the following cases must be registered with competent authority in charge of science and technology:
- Technology transfer from abroad to Vietnam;
- Technology transfer from Vietnam to abroad;
- Domestic technology transfer using state capital or state budget, except for cases where certificates of registration of findings from science and technology tasks have been granted.
Mentioned-above is a consulting article on “Technology transfer agreement” of Apra Law Firm. If you have any question about this issue, please do not hesitate to contact us via hotline for advice and support.
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