Technology Transfer

Model Agreements


Model Technology Transfer Agreement


By the Government of the Republic of Korea








Article 4. Technical Assistance and Services

1. Licensor shall supply Licensee with the following data in order that Licensee may manufacture to the best advantage the Licensed Products without delay.

a) Drawings for designing, manufacturing and assembling.
b) Specifications.
c) Materials list.
d) General calculation sheet.
e) Data for inspections and trial operations.
f) Fabrication and assembly procedures.
g) Operating and instruction manuals.
h) Any other necessary technical data and know-how generally used by Licensor

2. Licensor shall, by request of Licensee, permit a reasonable number of technical personnel designated by Licensee to have opportunity to study the design and manufacture of the Licensed Products at Licensor’s place of business. Licensee shall advise Licensor, in advance, of the purposes, numbers, names, qualifications and probable lengths of stay of Licensee’s designated personnel desiring to visit Licensor. Licensor shall arrange to make available qualified personnel for consultation with, and training of such Licensee’s personnel. Cost for round trips, meals, lodging and other expenses of Licensee’s personnel despatched for training shall be borne by Licensee.

3. Upon written request of Licensee, Licensor shall send to Licensee, subject to availability to personnel and to mutual agreement, qualified engineers and/or technicians to render assistance and services to Licensee in connection with the manufacture, sale and operation of the Licensed Products for a reasonable period to be agreed upon by the parties hereto, provided, however, that Licensee agrees to bear the travelling expenses to and from ( ) and living expenses in (the country) incurred by any such engineer and/or technicians. Licensor assures that such engineers and/or technicians are qualified with professional standards and reasonable skill, and will perform the assistance and services with care and diligence ( ).





Article 5. Improvements

If at any time during the term of this Agreement one party hereto discovers or comes into the possession of any improvements or further inventions relating to the Licensed Products or in connection with the design, manufacture, use and sale of the same, the party shall furnish the other party with information on such improvements or further inventions without any delay and free of charge.





Article 6. Payment

1. In consideration of the Technical Information and the Industrial Property Rights furnished by Licensor to Licensee hereunder, Licensee shall pay to Licensor the following royalties in the amount and in the manner specified below.

(a) Initial Payment

Licensee shall pay Licensor the initial payment in (currency) equivalent to ( ), Payment of the Initial Payment shall be made by means of ( ) remittance within ( ) days from the date of approval of this Agreement by the authorities concerned (country).

(b) Royalty

( ) percent of net selling price for each sale of the Licensed Products.

(c) Net selling price shall be the gross invoice price of the Licensed Products sold or otherwise disposed of by Licensee in normal, bona fide, commercial transaction without any deduction other than the following items of expenses, if any, to the extent to which they are actually paid and included in the gross invoice price.

(1) Sales discount
(2) Sales returned
(3) Indirect taxes on sales
(4) Insurance premium on sales
(5) Packing expenses on sales
(6) Transport expenses on sales
(7) Sales commissions
(8) Advertisement fee
(9) Installation expenses at places where the Licensed Products are to be used.
(10) CIF price, and import duties of the raw materials, intermediate goods, parts and other components purchased from Licensor.

2. For the supervision and assistance by Licensor under paragraph 3 of Article 4, Licensee shall pay to Licensor service fees at the rates specified in Appendix ( ) within ( ) days after receipt of an invoice from Licensor.

3. All payments due under this Article shall be made in (currency) strictly in accordance with this article.

4. All payments made to Licensor hereunder shall be by means of ( ) in ( ) in the name of Licensee and shall be remitted to the bank designated by Licensor.