（精選模板）國際專利許可合同英文版

1、國際專利許可合同英文版 專利實(shí)施許可合同備案工作是國家學(xué)問產(chǎn)權(quán)局為了切實(shí)保護(hù)專利權(quán)，標(biāo)準(zhǔn)交易行為，促進(jìn)專利實(shí)施而對專利實(shí)施許可進(jìn)行管理的一種行政手段。今日第一我為大家預(yù)備的是英文版的國際專利許可合同。詳細(xì)內(nèi)容如下，僅供參考閱讀，盼望能關(guān)心到大家! patent license contract 國際專利許可合同 con tract no: conclusion date: conclusion place: index article 1 defininitions article 9 guarantees and claims article 2 scope of the contract

2、article 10confidentiality article 3 price of the contract article 11infringements article 4 conditions of payment article 12 taxes andduties articfe 5 technical service and training article 13 forcemajeure article 6 technical documentation article 14 arbitration article 7 verification and acceptance

3、 article 15 app1icable law article 8 technical improvement article 16 duration appendixes appendis 1 name， content of patent documents and application of the patents appendix 2 models， specifications and technical lndices of the contract product appendix 3 the starting date and counting methods of r

4、oyalty appendix 4 the content and method of licensors auditing appendix 5 training of party as personnel appendix 6 technical service or specialist send by party b appendix 7 verification and acceptance of the contract product this contract made_ on_ day of_，by and be-tween _，organized and existing

5、under the laws of the peoples republic of china. with rehistered office at (hereinafter referred to as party a) of the first part and _，organized and existing under the laws of _，with its principal office at_. witnessth whereas the patent right which said in the contract os owned by party b. whereas

6、 party b has the right and agreed to grant paryt a the rights to use， manufac-ture and sell the contract products of the ppatented technology; whereas party a hope to use the patented technology of party b to manufacture and sell thecontract products; both parties authorized representatives， through

7、 friendly negotiation， have agree to en-ter into this contract under the ertms as stipulated below; artide 1 definitions for the purpose of this contract， the following terms have the following meanings; 1.1.patented technologymeans those letters patent， and applications therefor presently owned or

8、hereafter acquired by party b and/or which party bhas or may have the rigt to control or grant license thereof during the term hereof in any or all countries of the world and which are applicable to or may be used in the manufacture of cotract products. 1.2. contract productsmians the products descr

9、ibed in appendis2 annexed hereto， to-gether with all improvements and modifications thereof or developments with respect there-to. 1.3. patty ameans_. or his legal representative， agent and inhetitor to theproperty of the company. 1.4. party b means_，or his legal representative，agent and inheritor，

10、to the property of the company. 1.5. the contraet factory means the place which party party a manufactures the contract products. that is_. 1.6.spare pmenas replacement parts for contract products or for any part there-of. 1.7. componentsmeans those components and parts of contruct produets which pa

11、r-ty b has agreed or may from time to time agree in writing to permit party a to manufacture 1.8. technical documentsmeane engineering， manufacturing and originating 1.9 net selling price menans remaining amount of invoice value of the 1.l0 the date of coming into effect of the contractmeans the dat

12、e of raification article2 scope of the contract 2.1. party a agrees to acquire from party b and party b agrees to transfer to party a 2.2 party b grants party a the non-exclusive right to design and manufacture 2.3 party b shall be responsible to provide party a with documents relevant to the 2.4 th

13、e contract does not cover the patented technology for the parts from other 2.5 party b shall be responsible for the training of party as technicl personnel 2.6 party b is obliged to send at its own expense technical personnel to party as facto-ry for technical service (details as per appendix 6 to t

14、he contract). 2.7 if it is required by party a. pafrty b shall be under an obligation to provide party aat the most favourable price wity parts， accessories， raw materials， fittings， 2.8 party b grants party a the rignt to use party bs trade mark， and use the 3.1 price of the contract shall be calcu

15、lated on royalty in accordance with the 3.2 royalty under the contract shall be paid from_ months after the the date 3.3 royalty at the rate of_ % (_percent ) shall be calcuated in 3.4 the report of the selling quantity， net selling amount of the contract products 3.5 the contract products sold by p

16、arty a pursuant to the patent license herein granted shall be deemed to have been sold when paid for. 3.6 if the contract products are returned or allowances made thereon after the royalty 3.7 if party b demand to audit the accounts of party a，it shall notice party a within 3.4 of the contract.the s

17、peeific content and procedure of auditing accounts are 4.1 royalty stipulated in section 3 to the contract shall be effected by party a to 4.2 party b shall immediately issue the related documents ofter receiving the written a. four copies of the statement on calculation of the royalty; b. four copi

18、es of the commercial invoice; c. two copies of the sight draft. 4.3 party a shall have the right to deduct from any of the above mentioned payment the ppenalties and/or compensations which party b shall pay in accordance with the stipulations ofthe contract. articie 5 technical service and training

19、5.1 technicgl service 5.1. l during the validity period of the contract， party b shall send a specialist to 5.1.2 party b shall twice send its specialists to party as factory to provlde 5.l.3 the first technical service sha1l start in the sixth month after the contrayt 5.1.4 the second technical ser

20、vice shall start during the verification of the 5.1.5 party b shall， for its specialists， bear their travelling expensee. partha 5.2 technical training 5.2 1 party b shall train party as technical personnel so as to enable them to masterparty bs design， performance test and technology in machining，

21、erection and inspection of the contracted products， so that party a can use the technical documents 5.2.2 party a shall send twice its technical personnel to party bs factory for 5.2.3 the first training shall be from the third to the fourth month after the 5.2.4 the second training shall be from th

22、e eighth to the nineth month. party a shall sent 4 technical persons and an interpreter to party bs factory for training for 160 working days/man (5 days per week). the training shall cover the designing， the manufacturing technology，erection and adjustment of the contracted products. 5.2.5 party a

23、shall bear the travelling expenses of its trainees; party b shall provide party as trainees free of charge with boarding， lodging and means of conveyance for travel- ling between the lodging place and the factory. article 6 technical documents 6.1 party b shall， according to the delivery schedule an

24、d details stpulated in appendix 2to the contract， deliver the documents at_. 6.2 the date stamped by the air transportation ageney at_，shll be taken as the actual date of delivery paryt a shall send to party b a photostat copy of the airconsignment note shwing the stampde date of arrival. 6.3 within

25、 twenty-four hours after the despatch of each lot of the technical documente， party b shal1 notify party a by cable or telex of the contract number， number and date of the air consignment note， items of the documents， number of pieces， airmail to party a two copies of each of the air consignment not

26、e and detaikled list of the technical documents. 6.4 if the technical documents are foumd lost， damaged or mutilated during air trans-portation， party b shall supply party a free of charge with a second lot of documents within thechortest possible time but not later than thirty days after it has rec

27、eived from party a the writtennotice. within sixty days after party a has received the documents from party b，if party a does not declare the shortage and request to cover the same， it is considered asa-cepted. 6.5 the technical documents shall be in english and based on metric system of measure-men

28、ts. article 7 verification and acceptance 7.1 the verification test on the first samplemachine of the contracted product shall be carried out by the joint group consisting of party as and party bs representatives accordingto the schedule and contents stipulated in appendix 7 to the contract. lf the

29、performance of the contracted product is in conformity with the technical specifications stipulated in ap-pendix 1， such testshall be considersd as qualified and the representatives of both parties shll sign the inspection and testing certificate for the proper performance of the contracted product

30、in quadruplicate， 2copies for each party. 7.2 if the verification test demonstrates that the performance of the contracted prod-uct isnot in conformity with prescribed technical specifications， both parties shall， throughamicable negotiations，make a joint study of and analyse the cause and take meas

31、ures to e-liminate the defects and carry out asecond test. when the second test demonstuates tha the performance is qualified， both parties shall sign a testing certificate for the proper perfot- mance 7.3 if party b is responsible for the failure of the first test， party b shall send at ist own exp

32、ense technical ersonnel for the second test. 7.4 if the second test fails again and the failure is attributed to party b， party b shallindemnify party a for any losses sustained and shall take effective measures to eliminate thedefects and carry out a third test. 7.5 if the third test again fails， a

33、nd if party b is responsible for the failure， party a has the right to terminate the contract at its discretion and lodge claims as stipulated ih article9.if the responsibility for the failure lies with party a， the two parties shall negotiate as tohow to further implement the contract. article 8 te

34、chnical improvements 8.1 if the technical documents provided by party b are not applicable to party as actualproduction condidions (such as design standards， raw materials， purchased parts for the ma-chine， production facilitie)， party b is obliged to assist party a in modifying the technicaldocumen

35、ts and confirm the same. upon the condition that the properties of the contracted products are not affected， raw materials， fittings and equipmint of chinese origin may be used. 8.2 during the currency of the contract. if eithet of the two parties effets improve- ments on or developments of the prod

36、ucts within the xcope stipulated in the contract， thd said party shall submit， free of charge， to the other party the technological information con-cernign such improvements or developments. 8.3 the ownership of such improvements on or developments of the ontracted product shall belong to the party

37、who has effected such improvements or develpments. the othe paryt shall not apply for patent ortransfer the same to any third arty. article 9 guarantees and claims 9.1 party b guarantees that the technical documents to be supplied by party b are the latest technical information which has been put in

38、to practical use by party b. party b also undertakesto supply to party a in time the technical information relevant to any develop-ment of or improvement on the contracted product. 9.2 party b guarantees that the technical documents to be supplied by party b are com-plete，correct，legible and are to

39、be despatched in time. 9.3 if the documents suppied by party b are not in conformity with the stipulation in article 6， party b shall， within the shortext possible time but not later than 3o days after re-ceipt of party as written notice， despatch free of charge to party a the missing or the cor- rc

40、et and legible technical socuments. 9.4 if party b fails to despatch the said documents within the stipulated period as per appendix 2 party b shall pay penalty to party a in the following proportions: (a).percent of the total contract price for delay from 1 to 4 weeks. (b).percent of the total cont

41、ract price for delay form 5 to 8 weeks. (c).percent of the total contract price for delay exceeding weeks; 9.5 the payment of penalties by party b to party a as stipulated in article 9 shll not releve party b of its obligation to deliver the said documents. 9.6 whenever the delay in delivering the s

42、aid documents exceeds 6 months， party a shall be entitled to terminate the contract at its discretion and party b shall be obliged to re- fund party a all its payments together with the corresponding ingerest at the rate of. per-cent per annum. 9.7 if the verification tests fail with the responsibil

43、ity lying with party b and if，as theresult，party a cannot start normal production with the contract having to be terminated， party b shall erfund all the payments previously made by party a to party b together with the interest at the rate of. percent per annum. 9.8 if only some aspects of the prope

44、rties of the product are not up to the standards asstipulated in the contract and the responsibility lies with party b， party b shall 10. 1 all drawings， designs， specifications and all other technical information 10.2 ln case any part (s) or all of the above-mentioned technical information have 10.

45、3 after the termination of the contract， party a shall have the rigbt to use manufacture，use，and export contract products. 11.1 party b guarantees that it is the legitimate owner of the patent to the patent to party a. of accusation of infringing the rights of a third party occurs， economicresponsibilities trising therefrom 11.2 a complete list of party bs patents