英文科技转让协议范本Technology Assignment Agreement

技术转让合同英文版模板英文回答：Technology Transfer Agreement Template.1. Parties.Transferor: [Transferor Name]Transferee: [Transferee Name]2. Purpose.This Technology Transfer Agreement (the "Agreement") sets forth the terms and conditions under which the Transferor shall transfer to the Transferee certain technology (the "Technology") described in Appendix A attached hereto (the "Appendix").3. Technology.The Technology shall include the following:[Description of Technology]4. Transfer.The Transferor shall transfer the Technology to the Transferee in the following manner:[Method of Transfer]5. Consideration.In consideration for the transfer of the Technology, the Transferee shall pay to the Transferor the following:[Amount of Consideration][Form of Consideration][Timing of Payment]6. Confidentiality.The Transferee shall keep the Technology confidential and shall not disclose it to any third party without the prior written consent of the Transferor.7. Intellectual Property Rights.The Transferor shall retain all intellectual property rights in the Technology. The Transferee shall have a non-exclusive, royalty-free license to use the Technology for its own internal purposes.8. Warranty.The Transferor warrants that the Technology is the original work of the Transferor and that the Transferor has the right to transfer it to the Transferee.9. Indemnification.The Transferor shall indemnify and hold harmless the Transferee from and against any claims, losses, or expenses arising out of or related to the Technology.10. Governing Law.This Agreement shall be governed by and construed in accordance with the laws of [State].11. Dispute Resolution.Any disputes arising out of or related to this Agreement shall be resolved through binding arbitration in [City], [State].12. Entire Agreement.This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings.IN WITNESS WHEREOF, the parties have executed thisAgreement as of the date first written above.Transferor: [Transferor Signature]Transferee: [Transferee Signature]中文回答：技术转让合同模板。

技术转让协议（英⽂）TECHNOLOGY TRANSFER AGREEMENTTHIS TECHNOLOGY TRANSFER AGREEMENT (THIS “Agreement”) IS ENTERED INTO AS OF THIS 29TH DAY OF FEBRUARY, 2012, BY AND BETWEEN:(1) International Green Chip Co., Ltd. (英特格灵芯⽚（天津）有限公司), a limited liability company organized under the laws of the People’s Republic of China (the “PRC”) with its legal address at Room 210, South Tower, Tianda Software Zone, 80 Fourth Avenue, Tianjin Development Area, Tianjin, PRC (the “Proprietor”); and(2) iWatt Inc., a company incorporated in the State of California whose registered office is at 675 Campbell Technology Parkway, Suite 150, Campbell, CA 95008, USA. (the “Recipient”),The Proprietor and the Recipient are referred to herein each as a “Party”, and collectively, the “Parties”.RECITALSWHEREAS, the Proprietor has developed LCDTV 8CH + Boost LED BLU Driver and LCDTV TCON Bias PMIC products, the details of which are set forth on Schedule 1 attached hereto (the “Target Products”) and is the proprietor of certain know-how and confidential information relating to their designs, applications and/or manufacture;WHEREAS, the Proprietor has agreed to assign to the Recipient, and the Recipient desires to purchase from the Proprietor, full right and title to this know-how and confidential information relating the Targeted Products, for the consideration and upon the terms and conditions hereinafter set forth;WHEREAS, the Proprietor and iWatt HK Limited, a limited liability company duly established under the laws of the Hong Kong Special Administrative Region, PRC with its legal address at Unit 223B, 2/F., Core Building 2, No. 1 Science Park West Avenue, Hong Kong Science Park, Shatin, New Territories, Hong Kong, have entered into an exclusive equipment lease agreement dated January 11, 2012 (as amended, the “Lease Agreement”); andWHEREAS, the Lease Agreement provides that the execution and delivery of this Agreement by the Parties shall be a condition precedent to the consummation of the transactions contemplated under the Lease Agreement.AGREEMENTNOW, THEREFORE, in consideration of the premises set forth above, the mutual covenants and agreements set forth herein and for other good and valuable consideration, the adequacy of which is hereby acknowledged, the Parties hereby agree as follows:Section 1. DEFINITION1.1 Affiliate shall mean with respect to any Party, any company that, directly or indirectly through one or more intermediaries, controls, is controlled by, or is under common control with, such Party. For the purposes of this Agreement, the term “control” (and“controlling”) shall mean (i) to have at least the majority (more than fifty percent (50%)) of the voting stock of such company or (ii) the right (a) to elect the majority of the directors of such company, or (b) to direct or cause the direction of the management and policies of such company, as the case may be, where such right may be exercised without the consent of any third party.1.2 Closing shall have the meaning ascribed to such term as in the Lease Agreement.1.3 Earn Out Revenue shall mean the sales revenue of the Target Products during the 18 months immediately following the Closing, which sales revenue shall be determined by the Recipient in accordance with GAAP pursuant to Section 3.2 hereof.1.4 Effective Date shall mean the date of signing this Agreement.1.5 GAAP shall mean the generally accepted accounting principles in the United States of America in effect from time to time.1.6 Independent Advisor shall mean a suitably qualified partner in any accounting firm designated by the Recipient in writing, whose services any of the Parties is not engaging.1.7 Information shall mean collectively, all information, designs, formulae, algorithms, procedures, methods, techniques, ideas, knowledge, experiences, research and development, data, programs, subroutines, tools, materials, specifications, processes, inventions (whether patentable or unpatentable and whether or not reduced to practice), apparatus, creations, improvements, works of authorship and other similar materials, and all recordings, graphs, drawings, reports, analyses, and other writings, and other tangible embodiments of the foregoing, in any form whether or not specifically listed herein, and all related technology, regarding and relating to the materials, structures, applications and/or manufacturing of the Targeted Products, and all other information relating to the materials, manufacturing techniques and other information necessary to design, utilizeand/or manufacture the Targeted Products properly, efficiently and in reasonable quantities.1.8 Technical Documentation shall mean all manuals, recordings, graphs, drawings, reports, computer programs, calculations, special studies produced for the Target Products design and engineering activities, analyses, including but not limited to design drawings, interface drawings, manuals and stress analysis reports, relating to the design, engineering of the Target Products.Section 2. ASSIGNMENT2.1 The Proprietor hereby assigns and transfers to Recipient all rights and title (free and clear of any lien, claim, restriction, charge, security interest or other encumbrance) possessed by Proprietor in respect of the Information and the full unfettered and exclusive worldwide right to use the Information for any purpose whatsoever (including the filing of patent applications in respect of all or any aspect of it).2.2 The Recipient reserves the right to assign all of its rights, benefits and obligations under this Agreement to any of its Affiliates.Section 3. CONSIDERATION3.1 Assignment FeeThe Recipient shall pay an assignment fee of up to US$2,000,000 or RMB equivalent based on the Earn Out Revenue:(a) The Recipient shall pay US$1,000,000 or RMB equivalent if the Earn Out Revenue of the existing Target Products reachesUS$2,100,000 during the 18 months immediately following the Closing. If the Earn Out Revenue is less than US$2,100,000, such payment shall be reduced proportionally for any shortfall of the Earn Out Revenue.(b) The Recipient shall pay the remaining US$1,000,000 or RMB equivalent if the Earn Out Revenue of the existing Target Products, and any other products considered applicable by the Recipient, reaches an additional US$2,100,000 during the 18 months immediately following the Closing. If the Earn Out Revenue is less than US$4,200,000 but greater than US$2,100,000, such payment of the remaining US$1,000,000 or RMB equivalent shall be reduced proportionally for any shortfall of the Earn Out Revenue.3.2 Determination of Earn Out Revenue(a) For the purpose of the Recipient to calculate the Earn Out Revenue, the Recipient shall as promptly as practicable provide the Proprietor with a written statement of its calculation (the “Calculation Statement”) of the Earn Out Revenue for the relevant period(s).(b) Upon receiving a Calculation Statement, the Proprietor shall within ten (10) days either (i) notify the Recipient in writing that it agrees with the Calculation Statement or (ii) notify the Recipient in writing that it does not agree with the Calculation Statement and stating the grounds of their disagreement and their own calculation of the Earn Out Revenue for determination of the relevant part of the applicable assignment fee, together with a copy of any information used in making such calculation (the “Dispute Notice”). If the Recipient does not receive any Dispute Notice from the Proprietor within such ten (10) days period, the Proprietor shall be deemed to have agreed to the Calculation Statement and the Recipient’s calculation of the Earn Out Revenue for determination of the relevant part of the applicable assignment fee.(c) In the event a Dispute Notice is given by the Proprietor according to Section 3.2(b), the Proprietor and the Recipient shall meet and attempt in good faith to resolve the items or amounts in dispute (the “Disputed Portion”). If the Proprietor and the Recipient are unable to reach an agreement within twenty (20) days after receipt of the Dispute Notice by the Recipient, the Proprietor or the Recipient may request an Independent Advisor to review the Disputed Portion and compute the Earn Out Revenue for the relevant period(s) in question. In making its calculation, the Independent Advisor shall consider only the Disputed Portion (and to the extent required, any other items or amounts necessary to derive the Disputed Portion). Such determination shall be made within twenty (20) days after such request and shall be conclusive and binding on the Parties. The fees, costs and expenses of the Independent Advisor shall be borne by the Party whose calculation of the Earn Out Revenue for the relevant period(s) is furthest from the Independent Advisor’s calculation.(d) For the avoidance of doubt, before the Disputed Portion is finally determined pursuant to this Section 3, the Recipient shall have the right (but not the obligation) to pay to the Proprietor the undisputed portion of the Earn Out Revenue proportionally.Section 4. FURTHER ASSURANCE4.1 The Proprietor agrees to disclose all the Information known to the Proprietor to the Recipient, or any person nominated by the Recipient, and provide all other reasonable assistance and information, including but not limited to all the Technical Documentation, as may be reasonably necessary in order to assist Recipient, or its nominee, to develop, use and/or manufacture the Targeted Products.4.2 The Proprietor agrees that from the date of this Agreement, without the prior written consent of the Recipient, not:(a) to communicate or otherwise make available the Information to any third party; and/or(b) to use the Information for any purpose.4.3 The Proprietor undertakes that it shall not and shall procure the IGC Holders (as defined in the Lease Agreement) not to, participate, assist, be concerned with, engaged or interested in, any business or entity in any manner, directly or indirectly, which is in competition with any business activities (including but without limitation, research and development, manufacturing, the sale and distribution) in connection with the Target Products in the PRC or any other jurisdiction.4.4 If the Information disclosed by the Proprietor to the Recipient is not sufficient to enable the applications and/or manufacture of the Targeted Products properly, efficiently and in reasonable quantities, The Recipient may serve notice on the Proprietor to that effect, identifying the areas of deficiency in the Information disclosed. Should the Proprietor, in the reasonable opinion of the Recipient, fail in the four (4) week period following service of such notice to remedy such deficiencies, the Recipient may serve notice on the Proprietor requiring the payment of the sum identified in Section 3, and the Proprietor agrees to repay this sum within two weeks of receipt of such notice for payment.Section 5. REPRESENTATIONS AND WARRANTIES5.1 Each Party hereby represents and warrants to the other Party that: (a) it is duly authorized to execute and deliver this Agreement and to perform its obligations hereunder in accordance with such Party’s organizational documents and the laws of its jurisdiction; (b) this Agreement is a legal and valid obligation binding upon it and enforceable in accordance with its terms; and (c) the execution, delivery and performance of this Agreement do not conflict with any agreement, instrument or understanding, oral or written, to which it is a party or by which it may be bound, nor violate any law or regulation of any court, governmental body or administrative or other agency having jurisdiction over it.5.2 The Proprietor hereby further warrants that:(a) it is the sole proprietor of the Information free and clear of any lien, claim, restriction, charge, security interest or other encumbrance;(b) it has taken all the necessary mechanisms to hold the Information in confidence;(c) it has not, either by act or omission, caused and permitted anything to be done which might endanger the title to and benefits of the Information;(d) it has not knowingly withheld from the Recipient knowledge of any circumstances that may endanger the title to and benefits of the Information;(e) it will not engage in any action that will be detrimental to the title to and benefits of the Information after the execution of this Agreement;(f) neither the practice of the Target Products nor the manufacture, use, sale or other exploitation of any Target Products infringes upon or may infringe upon any third-party intellectual property right(s);(g) it has as of the Effective Date disclosed to the Recipient all the Information known to it with respect to all Target Products, which information is accurate and complete; and(h) it is not aware that the Information, or any of it, is known, or as a result of any past action or default on its part, or that of anyone else, is likely to become known to any third parties.5.3 The Proprietor hereby agrees to indemnify, and to keep the Recipient and the Recipient’s respective Affiliates, members, stockholders, employees, agents and representatives indemnified, against all actions, claims, proceedings, costs and damages (including any damages or compensation) paid by the Recipient on the advice of its legal advisers to compromise or settle any claim and all legal costs and other expenses arising out of any breach of the representations, warranties and undertakings of the Proprietor under this Agreement or out of any claims by a third party based on any facts which if substantiated would constitute such a breach. The Proprietor further agrees that the Recipient’s indemnification under this Section would first come from the assignment fee (if any is available) to be paid under this Agreement before seeking remedy from the Proprietor or its shareholders and that the Proprietor’s shareholders’ obligations under this indemnification provision will be limited to their pro-rata share of the obligation based on their ownership position at the time of Closing.Section 6. EFFECTIVENESSThis Agreement shall become effective and binding on the Parties hereto as of the date of its execution by or on behalf of the Parties hereto.Section 7. SETTLEMENT OF DISPUTES7.1 Dispute. Any dispute, controversy or claim (each a “Dispute”) arising out of or relating to this Agreement or to any of the transactions contemplated hereby, whether such Dispute is premised on contract, tort, equity, or statute, shall be submitted to arbitration upon the request of any Party to the Dispute with notice to each other Party to the Dispute.7.2 Arbitration. The arbitration shall be conducted in Hong Kong under the auspices of the Hong Kong International Arbitration Centre (“HKIAC”) and under the UNCITRAL Arbitration Rules in accordance with the HKIAC Procedures for the Administration of International Arbitration (as amended from time to time and by the rest of this Agreement). There shall be a panel of three (3) arbitrators. The Proprietor and the Recipient shall each appoint one (1) arbitrator, and the third arbitrator shall be appointed by the HKIAC. The Parties hereby agree that the third arbitrator of the arbitration panel shall not be a national of the PRC or the United States of America. The language of the arbitration shall be English and Chinese. To the extent a translator is necessary during the arbitration, the Parties shall stipulate a neutral, official translator for the arbitration proceedings, acceptable to the HKIAC. If the Parties are unable to agree on an official translator, then HKIAC shall appoint one. The losing Party shall bear the costs of such translator.7.3 Cooperation of the Parties. Each Party to the arbitration shall cooperate with each other Party to the arbitration in producing information and documents requested by such other Party in connection with such Disputes, subject to privileges applicable to the Dispute or confidentiality obligations binding on such Party. The Parties shall prepare and execute a confidentiality agreement in connection with the production of any such information or documents.7.4 Costs of Arbitration. The costs of arbitration shall be borne by the losing Party, unless otherwise determined by the arbitration panel. The prevailing Party shall be entitled to recover its reasonable attorney’s fees and costs incurred in connection with the arbitration.7.5 Award. The award of the arbitration panel shall be a written and reasoned award. The award of the arbitration panel shall be final and binding upon the Parties, and the prevailing Party may apply to a court of competent jurisdiction for enforcement of such award.7.6 Performance of Obligations. The Parties shall continue to perform their respective obligations under this Agreement, except with respect to the part in dispute and under adjudication, and shall be permitted to exercise all rights under this Agreement notwithstanding the filing of an arbitration demand by one Party against another Party.Section 8. APPLICABLE LAWThis Agreement, the legal relations between the Parties and any Dispute, whether contractual or non-contractual, instituted by any Party with respect to matters arising under or in connection with or in respect of this Agreement shall be governed by, and construed in accordance with, the laws of the State of California without regard to conflicts of laws principles thereunder.Section 9. REGISTRATION OF AGREEMENTShould this Agreement be subject to any registration or approval requirement under the applicable laws and regulations of the People’s Republic of China, the Proprietor shall, at the Recipient’s expenses, submit relevant application documents as soon as commercially practicable following the Effective Date to the application registration authority for the purpose of registration or approval of this Agreement.Section 10. LANGUAGEThis Agreement is executed in English. A separate Chinese language version of this Agreement has prepared solely for the purpose of registration with the competent PRC authority. In the event there is any discrepancy between the two versions, the English execution version shall prevail.Section 11. AMENDMENTSExcept as otherwise permitted herein, this Agreement and its provisions may be amended, supplemented, changed, waived, discharged, modified or terminated only by a writing signed by each of the Parties.Section 12. NOTICESAll notices, claims, certificates, requests, demands and other communications under this Agreement shall be made in writing and shall be delivered to any Party hereto by hand or sent by facsimile, or sent, postage prepaid, by reputable overnight courier services at the following addresses (or at such other address for such Party as shall be specified by like notice), and shall be deemed given when so delivered by hand, or if sent by facsimile, upon receipt of a confirmed transmittal receipt, or if sent by overnight courier, five (5) days after delivery to or pickup by the overnight courier service:(a)If to the Proprietor:International Green Chip Co., Ltd. (英特格灵芯⽚（天津）有限公司)Address:Room 210, South Tower, Tianda Software Zone, 80 Fourth Avenue, Tianjin Development Area, Tianjin, PRCFax number:(86) 10 8280 0206Attention:Mr. ZHANG(b)If to the Recipient:iWatt Inc.Address:675 Campbell Technology Parkway, Suite 150 Campbell, CA 95008 USAFax number:(1) 408 341 0455Attention:Mr. James V McCanna (Chief Financial Officer)Section 13. SEVERABILITYIf any term or other provision of this Agreement is invalid, illegal, or incapable of being enforced by any applicable law or public policy, all other terms or provisions of this Agreement shall nevertheless remain in full force and effect so long as the economic or legal substance of the transactions contemplated hereunder is not affected in any manner materially adverse to any Party. Upon such determination that any term or other provision is invalid, illegal, or incapable of being enforced, the Parties shall negotiate in good faith to modify this Agreement so as to effect the original intent of the Parties as closely as possible in an acceptable manner in order that the transactions contemplated hereunder are consummated as originally contemplated to the greatest extent possible.Section 14. REMEDIES CUMULATIVE.The rights and remedies available under this Agreement or otherwise available shall be cumulative of all other rights and remedies and may be exercised successively.Section 15. COUNTERPART EXECUTIONThis Agreement may be executed in one or more counterparts, each of which will be deemed to be an original copy of this Agreement and all of which, when taken together, will be deemed to constitute one and the same agreement.[Remainder of the page intentionally left blank; signatures to follow]IN WITNESS WHEREOF, each of the Parties has caused its duly authorized representative to execute this Agreement as of the date first above written.BY:/s/ ZHANGName: ZHANGPosition: Legal Representativefor and on behalf of International Green Chip Co., Ltd.英特格灵芯⽚（天津）有限公司(with company’s chop)BY:/s/ James V McCannaName: James V McCannaPosition: CFO and Secretaryfor and on behalf of iWatt Inc.for and on behalf of iWatt Inc.SCHEDULE 1List of the Target Products1.LCDTV 8CH + Boost LED BLU Driver; and2.LCDTV TCON Bias PMIC products。

技术转让合同模板（英文）Technology Transfer AgreementThis Technology Transfer Agreement (the "Agreement") is made and entered into as of [Date], by and between [Company A], a company organized and existing under the laws of [Country A] ("Transferor"), and [Company B], a company organized and existing under the laws of [Country B] ("Transferee").BACKGROUNDWHEREAS, the Transferor owns certain technology (the "Technology") that is the subject of [patent number(s)], [copyright(s)], [trademark(s)], or other intellectual property rights (the "Intellectual Property Rights");WHEREAS, the Transferee desires to obtain the right to use the Technology in [Country B] in exchange for certain consideration;NOW, THEREFORE, in consideration of the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:1. Technology Transfer1.1 Grant of License. The Transferor hereby grants to the Transferee a non-exclusive, royalty-free, transferable, sublicensable license to use, copy, modify, and distribute the Technology in [Country B], solely for the purpose of [describe the permitted use].1.2 Scope of License. The license granted under Section 1.1 shall terminate upon the expiration or termination of this Agreement. The Transferor reserves all rights in and to the Technology not expressly granted to the Transferee under this Agreement.2. Consideration2.1 Upfront Payment. In consideration for the rights granted under this Agreement, the Transferee shall pay to the Transferor an upfront paymentin the amount of [currency] [amount] (the "Upfront Payment"), upon the execution of this Agreement.2.2 Additional Payments. The Transferee shall pay to the Transferor such additional payments as may be mutually agreed upon by the parties in writing from time to time during the term of this Agreement.3. Warranties and Representations3.1 Transferor's Warranties. The Transferor represents and warrants that it has good and marketable title to the Technology and the right to grant the license set forth in this Agreement, and that the Technology does not infringe upon any Intellectual Property Rights of any third party.3.2 Transferee's Warranties. The Transferee represents and warrants that it will use the Technology in accordance with all applicable laws and regulations in [Country B].4. Term and Termination4.1 Term. This Agreement shall commence on the Effective Date and shall continue for a term of [duration], unless earlier terminated as provided herein.4.2 Termination. This Agreement may be terminated by either party upon written notice to the other party if the other party breaches any material provision of this Agreement and fails to cure such breachwithin [time period] after receipt of written notice thereof.5. Confidentiality5.1 Confidential Information. Each party hereto (the "Disclosing Party") may from time to time disclose to the other party certain confidential and proprietary information relating to the Technology, the business of the Disclosing Party, or any other subject matter covered by this Agreement (the "Confidential Information").5.2 Non-Disclosure. The party receiving Confidential Information (the "Receiving Party") agrees to hold such Confidential Information instrict confidence and not to disclose or use such Confidential Information for any purpose other than the performance of this Agreement.6. Miscellaneous6.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of [jurisdiction].6.2 Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, negotiations, and discussions, whether oral or written, of the parties.IN WITNESS WHEREOF, the parties have executed this Technology Transfer Agreement as of the Effective Date.[Company A] [Company B]By: ________________________ By:________________________Name: ______________________ Name:______________________Title: ______________________ Title:______________________Date: ______________________ Date:______________________。

专利转让英文合同模板篇 1This Contract is made and entered into on [Date] between [Transferor Company Name], a company incorporated under the laws of [Jurisdiction] and having its principal place of business at [Address] (hereinafter referred to as "Transferor"), and [Transferee Company Name], a company incorporated under the laws of [Jurisdiction] and having its principal place of business at [Address] (hereinafter referred to as "Transferee").Whereas, the Transferor is the owner of the patent titled "[Patent Title]" (hereinafter referred to as the "Patent"), which is described in detail as follows: [Detailed Description of the Patent].Now, therefore, in consideration of the mutual covenants and agreements contained herein, the Transferor agrees to transfer and assign to the Transferee all of its rights, title and interest in and to the Patent, subject to the following conditions and limitations:The transfer is exclusive/non-exclusive.The Transferee shall pay the transfer fee of [Amount] to the Transferor in the following manner: [Payment Method and Time].The Transferor shall provide all necessary technical support and documentation to the Transferee to ensure the smooth transfer and implementation of the Patent.This Contract shall be governed by and construed in accordance with the laws of [Jurisdiction].In witness whereof, the parties hereto have executed this Contract as of the date first above written.Signed by:Transferor: [Name] [Title]Transferee: [Name] [Title]篇 2This is a template of the English contract for patent transfer.Party A (the transferor) and Party B (the transferee) hereby enter into this contract for the transfer of the patent related to [Software Name].In case Party A fails to fulfill its obligations as stipulated in this contract, such as providing incomplete or inaccurate patent information, Party A shall be liable for compensation to Party B. The compensation amount shall be determined based on the losses suffered by Party B due to Party A's default, but not less than [Specific Amount].In case of any disputes arising from the execution of this contract, both parties shall first attempt to resolve the issue through friendly negotiation. If the negotiation fails, either party may file a lawsuit in the court of competent jurisdiction.This contract shall come into effect upon the signatures of both parties.What if unexpected situations occur? How can we ensure fairness and justice? We must be clear and cautious!Let's work together for a successful patent transfer!篇 3This is a Patent Transfer Contract Template.Party A (the patent owner) and Party B (the transferee) hereby enter into this agreement for the transfer of the patent.Confidentiality Clause: Both parties shall keep all information related to this transaction strictly confidential. Any disclosure of such information to a third party without the prior written consent of the other party shall be regarded as a breach of this contract! How serious is this?Guarantee of Patent Validity: Party A guarantees that the patent being transferred is valid and has no legal disputes or infringements. If any issues arise regarding the validity of the patent after the transfer, Party A shall be held responsible! Isn't this a crucial guarantee?This contract shall come into effect upon the signatures of both parties.Signed by Party A: [Signature]Signed by Party B: [Signature]Date: [Date]篇 4This is a Patent Transfer Contract Template.Party A (Transferor) and Party B (Transferee) hereby enter into this contract for the transfer of the patent.The patent to be transferred is described in detail as follows: [Patent description].The transfer price is set at [Amount] and shall be paid in the following manner: [Payment details].In the event of any legal changes that affect this contract, the parties shall negotiate in good faith to reach an appropriate solution. For example, if new laws are enacted that impact the validity or enforceability of the patent transfer, the parties shall determine how to proceed.In the case of force majeure events, such as natural disasters or government actions beyond the control of the parties, which prevent the performance of this contract, the affected party shall promptly notify the other party and provide relevant evidence. The obligations of the affected party shall be suspended during the period of force majeure. But once the force majeure event ceases to exist, the affected party shall resume the performance of its obligations as soon as possible.This contract shall be governed by the laws of [Applicable jurisdiction].Any disputes arising from this contract shall be resolved through friendly negotiation. If negotiation fails, either party may seek legal remedies in accordance with the law.This contract is made in duplicate, with each party holding one copy. It shall come into effect upon the signatures of both parties.篇 5This is a Patent Transfer Contract Template.Party A (the transferor) and Party B (the transferee) hereby enter into this contract for the transfer of the patent.The patent in question pertains to [description of the patent].Regarding the subsequent improvements and ownership of the patent, it is stipulated as follows: Any improvements or new developments made by Party A subsequent to the transfer shall be the property of [specify the owner, e.g., Party A or Party B or shared in a certain proportion]. However, if the improvements are based on the technology provided by Party B during the transfer process, the ownership shall be determined by mutual agreement.For example, in the case of a new energy patent transfer, if the subsequent research and development results are mainly derived from the original technology ofthe transferred patent, they shall belong to Party B. But if the improvements are significantly based on new research and innovations by Party A, the ownership may belong to Party A or be shared.This contract is made to ensure a clear and fair arrangement to avoid potential disputes. Are both parties clear about these terms and conditions?。

技术转让合同书范本英文回答：Technology Transfer Agreement。

Parties。

Transferor: [Name of transferor]Transferee: [Name of transferee]Purpose。

This Agreement is entered into for the purpose of transferring certain technology and intellectual property from the Transferor to the Transferee.Definitions。

"Confidential Information" means any technical,commercial, or other information that is disclosed byeither party to the other party in connection with this Agreement and that is not generally known to the public."Technology" means the technical knowledge, processes, designs, inventions, and other intellectual property thatis the subject matter of this Agreement.Transfer of Technology。

The Transferor hereby grants to the Transferee a non-exclusive, royalty-free, worldwide license to use, copy, modify, and distribute the Technology for the following purposes: [specify purposes].The Transferor represents and warrants that it has the full right and authority to grant the license described in this Section.The Transferor shall provide the Transferee with all necessary documentation, training, and support to enable the Transferee to use the Technology effectively.Confidentiality。

英文专利转让合同范本Patent Assignment AgreementThis Patent Assignment Agreement (the "Agreement") is made and entered into as of [date], and between [assignor's name] (hereinafter referred to as "Assignor"), a [assignor's entity type] organized and existing under the laws of [assignor's jurisdiction], and [assignee's name] (hereinafter referred to as "Assignee"), a [assignee's entity type] organized and existing under the laws of [assignee's jurisdiction].WHEREAS, Assignor is the lawful owner and holder of certn patent rights (the "Patented Rights") as described in detl in Appendix A attached hereto; and WHEREAS, Assignor desires to assign and transfer all its rights, and interests in and to the Patented Rights to Assignee; andWHEREAS, Assignee is willing to acquire and accept such assignment and transfer.NOW, THEREFORE, in consideration of the mutual covenants and agreements contned herein, and for other good and valuable consideration, the receipt and sufficiency of which are here acknowledged, the parties hereto agree as follows:1. Assignment of Patented RightsAssignor here assigns, transfers, conveys and sets over to Assignee all its right, and interest in and to the Patented Rights, including but not limited to the right to use, exploit, license, sublicense, sell, assign, transfer or otherwise dispose of the Patented Rights.2. ConsiderationIn consideration for the assignment of the Patented Rights, Assignee shall pay to Assignor the sum of [consideration amount] (the "Consideration"), which shall be pd in accordance with the payment terms and conditions specified in Appendix B attached hereto.3. Representations and Warranties of AssignorAssignor represents and warrants to Assignee as follows:(a) Assignor has the full right, power and authority to execute and deliver this Agreement and to perform its obligations hereunder.(b) The Patented Rights are valid and enforceable and are free from any liens, encumbrances or other restrictions.(c) Assignor has not granted any prior assignment, license or other rights in respect of the Patented Rights to any third party.4. Representations and Warranties of AssigneeAssignee represents and warrants to Assignor as follows:(a) Assignee has the legal capacity and authority to execute and deliver this Agreement and to perform its obligations hereunder.(b) Assignee will use the Patented Rights in accordance with all applicable laws and regulations.5. ConfidentialityEach party shall keep confidential and shall not disclose to any third party any information relating to the other party's business, technology, know-how or other confidential materials disclosed in connection with this Agreement, except as required law or with the prior written consent of the other party.6. Governing Law and JurisdictionThis Agreement shall be governed and construed in accordance with the laws of [governing law jurisdiction]. The parties here irrevocably submit to the exclusive jurisdiction of the courts located in [jurisdiction of choice] for any disputes arising out of or in connection with this Agreement.7. Entire AgreementThis Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral or written, relating to such subject matter.8. Amendments and WversNo amendment, modification or wver of any provision of this Agreement shall be effective unless in writing and signed both parties.9. SeverabilityIf any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remning provisions shall not in any way be affected or impred.10. CounterpartsThis Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.In witness whereof, the parties hereto have executed this Patent Assignment Agreement as of the date first above written.Assignor: [Assignor's Name]By: [Authorized Signatory]Title: [Authorized Position]Assignee: [Assignee's Name]By: [Authorized Signatory]Title: [Authorized Position]Appendix A: Description of Patented Rights[Detled description of the patented rights to be assigned, including patent numbers, s, clms, etc.]Appendix B: Payment Terms and Conditions[Detls of the payment terms and conditions for the consideration, such as payment schedule, method, etc.]Please note that this is a sample template and you may need to modify and adapt it according to your specific circumstances and requirements. It is advisable to seek legal advice from a professional attorney to ensure the legality and enforceability of the agreement.。

技术转让合同英文TECHNOLOGY TRANSFER AGREEMENTThis Technology Transfer Agreement (the "Agreement") is made and entered into as of [Insert Date] (the "Effective Date")by and between [Insert Name of Party A], a [InsertJurisdiction of Party A] corporation with a principal placeof business at [Insert Address of Party A] ("Licensor"), and [Insert Name of Party B], a [Insert Jurisdiction of Party B] corporation with a principal place of business at [Insert Address of Party B] ("Licensee").1. Definitions1.1 "Confidential Information" means any informationdisclosed by one party to the other party, whether in written, oral, graphic, electronic, or any other form, that is markedas "Confidential" or should be reasonably understood to be confidential given the nature of the information and the circumstances surrounding its disclosure.1.2 "Intellectual Property Rights" means all patents, copyrights, trademarks, service marks, trade secrets, andother proprietary rights throughout the world.1.3 "Technology" means the specific [describe the technology being transferred], including all related patents, trade secrets, know-how, and other intellectual property rights.2. Grant of License2.1 The Licensor hereby grants to the Licensee a non-exclusive, [royalty-bearing/non-royalty bearing], worldwide license to use, reproduce, make derivative works of, distribute, and publicly display the Technology for the purpose of [describe the purpose or field of use].3. Consideration3.1 In consideration for the rights granted herein, the Licensee shall pay to the Licensor the following:3.1.1 An initial license fee of [Insert Amount] upon execution of this Agreement.3.1.2 [Insert any additional payment terms, such as milestone payments, royalties, etc.]4. Confidentiality4.1 Both parties agree to hold in confidence and not disclose to any third party any Confidential Information of the other party received or learned in connection with this Agreement, except as required by law or with the prior written consent of the disclosing party.5. Warranty and Representation5.1 The Licensor represents and warrants that it has the fullright and power to grant the license to the Technology and that the Technology does not infringe upon the Intellectual Property Rights of any third party.6. Limitation of Liability6.1 The Licensor shall not be liable for any indirect, incidental, special, or consequential damages arising out of or in connection with this Agreement, even if advised of the possibility of such damages.7. Term and Termination7.1 This Agreement shall commence on the Effective Date and shall continue for a period of [Insert Term], unless terminated earlier by either party upon [Insert grounds for termination].8. Governing Law8.1 This Agreement shall be governed by and construed in accordance with the laws of [Insert Governing Law].9. Entire Agreement9.1 This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether oral or written.10. Miscellaneous10.1 Any amendment or modification of this Agreement must bein writing and signed by both parties.IN WITNESS WHEREOF, the parties have executed this Agreementas of the date first above written.[Insert Name of Party A] [Insert Name of Party B]By: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ By:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_Name: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ Name: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_Title: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ Title: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_。

专利转让合同范本英文让我们来看一下专利转让合同的基本结构。

通常，一个标准的专利转让合同包括以下几个部分：合同当事人信息、背景说明、转让条款、保证与承诺、违约责任以及争议解决等。

在这些条款中，转让条款是核心内容，它详细规定了转让的专利信息、转让的范围、价格及支付方式等。

我们通过一个英文范本来具体了解这些条款的表述方式。

请注意，以下范本仅供参考，实际合同应根据具体情况和法律要求进行调整。

[atent Assignment Agreement]This atent Assignment Agreement (the "Agreement") is made and entered into as of [Date], y and etween [Inventor Name], with an address at [Inventor Address] ("Assignor"), and [Assignee Name], with an address at [Assignee Address] ("Assignee").WHEREAS, Assignor is the lawful owner of the following descried atent(s):[Insert descrition of the atent(s) including atent numer(s), title(s), issuing authority and date(s) of issue.]NOW, THEREFORE, in consideration of the mutual romises contained herein, the arties agree as follows:1. Assignment of atent Rightsa. Assignor herey assigns to Assignee, and Assignee herey accets, all right, title and interest in and to the atent, including any reissued, renewed or extended atents and any atent alications resulting from the atent.. The assignment shall include all rights under the atent throughout the world, free from any security interests, claims, encumrances or other rights of third arties.2. Considerationa. In consideration for the assignment of the atent, Assignee shall ay to Assignor the sum of [Amount in words and figures].. ayment shall e made in accordance with the following schedule: [Detailed ayment schedule].3. Warranty and Reresentationsa. Assignor reresents and warrants that he/she is the lawful owner of the atent and has the right to assign it to Assignee.. Assignor further reresents and warrants that the atent is valid and infringement-free.4. IndemnificationIf any claim or action is rought against Assignee that the atent is invalid or otherwise unenforceale, Assignor shall indemnify Assignee for any damages incurred.5. Governing Law and Disute ResolutionThis Agreement shall e governed y and construed in accordance with the laws of [Jurisdiction]. Any disute arising out of or in connection with this Agreement shall e resolved through inding aritration in accordance with the rules of [Aritration Association].6. Miscellaneousa. This Agreement constitutes the entire understanding etween the arties and suersedes all rior agreements, whether written or oral.. This Agreement may e amended only in writing, signed y oth arties.IN WITNESS WHEREOF, the arties have executed this atent Assignment Agreement as of the date first aove written.[Assignor Name][Assignor Signature][Assignee Name][Assignee Signature]通过上述范本，我们可以看到，专利转让合同的内容应当清晰明确，确保双方的权利和义务都被准确地界定和表述。

技术转让合同模板英文技术转让合同（Technology Transfer Agreement）是指技术供应方将其拥有的技术使用权、技术秘密或者专利等转让给技术接受方，并由接受方支付一定费用的合同。

合同内容通常包括但不限于技术的界定、转让的范围、双方的权利与义务、保密条款、违约责任以及争议解决机制等。

【标题】h1Technology Transfer Agreement/h1【】arties Involved:This agreement is made on [Date] etween [Full Name of Licensor], with its registered officeat [Address], and [Full Name of Licensee], with its registered office at [Address].Definition of Technology:For the urose of this agreement, the term "Technology" refers to all technical information, documentation, software, rocesses, and know-how related to [secific technology or roduct]. Scoe of Transfer:The Licensor herey grants to the Licensee a non-exclusive license to use the Technology for [secified uroses] within [secified territories]. The Licensee shall not sulicense the Technology without the rior written consent of the Licensor.Rights and Oligations:The Licensee shall have the right to utilize the Technology for the agreed uroses and shallnot use it for any other uroses without the Licensor's consent. The Licensor shall rovide necessary training and suort to ensure the roer use of the Technology y the Licensee. Confidentiality Clause:oth arties agree to maintain confidentiality regarding the Technology and any related rorietary information exchanged during the term of this agreement. The oligation of confidentiality shall survive the termination or exiration of this agreement.ayment Terms:The Licensee shall ay the Licensor a total fee of [Amount] for the Technology transfer. The ayment shall e made in [Numer] installments according to the schedule outlined in [Schedule Attachment].Warranty and Indemnification:The Licensor warrants that it has the right to grant the license under this agreement and that the Technology is free from any known defects or errors. The Licensor shall indemnify the Licensee against any claims arising from the use of the Technology that infringes uon third-arty intellectual roerty rights.Termination and reach:This agreement may e terminated y mutual agreement of the arties or in case of material reach. In the event of reach, the non-reaching arty may seek aroriate legal remedies. Disute Resolution:Any disute arising out of or in connection with this agreement shall e settled through friendly negotiation. If negotiation fails, the disute shall e referred to [Aritration or Court] for resolution.Miscellaneous:This agreement shall e governed y and construed in accordance with the laws of [Jurisdiction]. This agreement constitutes the entire understanding etween the arties and suersedes all rior negotiations, reresentations, and agreements.IN WITNESS WHEREOF, the arties have executed this agreement as of the date first aove written.Licensor: [Full Name]Signature: _____________________Date: _____________________Licensee: [Full Name]Signature: _____________________Date: _____________________。