- 19 Nov
Technological Transfer Contracts
With the conclusion of the technological transfer contracts, the parties aim towards the transmission of research findings of an organization to another, with the purpose of posterior development of its commercialization (granting of licenses in the technological domain).
These technological transfer contracts have contributed usually to improve economical efficiency and promote competition, given that they can reduce the duplication in matters of research and development, reinforce the incentives in favor of new research and development actions, promote incremental innovation, facilitate the dissemination of technology and boost the competition in the markets for developed products.
The technological transfer contracts have an underlying license of Industrial Property Rights (”DPI”) and can be subjected to the regulation and control of anti-competitive norms!
Due to its relevance, we highlight the duties of the Licensor, namely:
- Obligation to facilitate the use of license, namely through the maintenance of the DPI at issue (e.g. Payment of records and renewals, where they exist) and of its legal effective protection against alleged infringers, i.e., it’s one of the counterpoints of mandatory counterpart payment by the Licensor;
- Responsibility for the damages arising from the violation of contractual obligations;
- Obligations related to other license applications: in some non-exclusive licensing contract, some terms of “most favourable treatment” are stipulated, in benefit of the Licensor, through which the Licensee commits himself to review the contract in order to extend more favorable contractual terms offered to the third;
- Obligations related to the improvement of licensed technology: the obligation to give the Licensee any improvements done by the Licensor on the licensed technology during the contract period can be stipulated;
- Guarantees: Depending on the nature of the contract parties (e.g. If they are companies or consumers) and the object of the license, legal guarantees can be applied to the contract. On the other hand, the parties may define the issuing of guarantees by the Licensee, which will necessarily have effects in other contractual rendering (for example, in a licensing contract and software maintenance , the rendering of maintenance services can’t be done or remunerated in the guarantee period);
- Compensation for breaching the rights of intellectual property.
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