What content does a technology transfer contract in technical know-how include?

1. What is a technology transfer contract? Which technology objects are transferred?

Base Article 2 of the Law on Technology Transfer 2017 regulations on technology transfer are as follows: “7. Technology transfer is the transfer of technology ownership or the transfer of the right to use technology from the party having the right to transfer technology to the party receiving the technology."

According to Article 4 of the Law on Technology Transfer 2017 Regulations on technology objects to be transferred are as follows:

- The transferred technology is one or more of the following:

+ Technical know-how and technological know-how;

+ Technological plans and processes; solutions, specifications, drawings, technical diagrams; formulas, computer software, data information;

+ Solutions to rationalize production and innovate technology;

+ Machinery and equipment accompanying one of the objects specified in Points a, b and c of this Clause.

- In case the technology object specified in Clause 1 of this Article is protected by intellectual property rights, the transfer of intellectual property rights shall be carried out in accordance with the provisions of law on intellectual property.

So, technology transfer contract is a contract that records the transfer of ownership of the transferred technology object or the transfer of the right to use the transferred technology object from the party with the right to transfer the technology to the technology recipient.

2. What does the technology transfer contract include?

Base Article 23 of the Law on Technology Transfer 2017 Regulations on the content of technology transfer contracts are as follows:

- Name of technology to be transferred.

- Technology objects to be transferred, products created by technology, product standards and quality.

- Transfer of ownership rights, transfer of technology use rights.

- Technology transfer method.

- Rights and obligations of the parties.

- Price, payment method.

- Term and effective date of the contract.

- Concepts and terms used in the contract (if any).

- Plan, progress of technology transfer, location for technology transfer.

- Responsibility for warranty of transferred technology.

- Penalty for breach of contract.

- Liability due to breach of contract.

- Dispute resolution agency.

- Other contents agreed upon by the parties.