Commissioned development contract (1)
Commissioned technology development contract
Principal: ______, hereinafter referred to as Party A;
Legal representative or person in charge: ________;
Research and development party: _______, hereinafter referred to as Party B;
Legal representative or person in charge: ___________.
According to the relevant provisions of the "Contract Law of the People's Republic of China", this contract is signed by both parties through consensus.
1. project name:________.
(Note: This reference format is applicable to research and development activities of new technologies, new products, new materials, new processes and their systems.)
2. The current status, level and development trend of this technology development project at home and abroad: ____.
3. The technical level that this research and development achievement should reach is _________.
4. Party A’s main obligations:
(1) Paying the agreed project investment (including research and development funds and reports to Party B. The contract stipulates a certain proportion of research and development funds as research subsidies, which may not be paid separately)
The total investment of the project is __________.
Of which: equipment fee ______; material fee ________;
Energy cost ________; test fee ________;
Trial production fee ________; installation fee ________;
Modulation fee ________; file preparation fee ______;
(2) Pay the above project investment in installments as follows: ________.
(Note: The parties can usually choose the following payment methods: 1 the method of actual reimbursement; 2 the final calculation, the instalment payment, the way of using the package; 3 “research and development expenses” + the method of the commission fee).
(3) Provide Party B with the following technical background information and original materials within _____ days after the contract takes effect:
(4) Party A shall provide Party B with the following assistance matters __________.
(5) Party A shall promptly carry out the following research and development results _____.
(Note: If there is a special agreement in the contract, the entrusting party is also obliged to provide the following assistance to the research and development party; provide research and development samples, molds, and may propose clear technical and economic indicators according to the purpose and process of the application, and process and test the samples. ; installation, commissioning and maintenance of process equipment, as well as technical evaluation of organizational results, etc.)
5. Party B’s main obligations:
(1) Carefully develop and implement research and development plans.
The planning and speed of this research and development project (the main technical problems, goals achieved and time to completion) are as follows: ______.
The main research, test methods and technical routes (including process flow) used in this research and development project are as follows: _______.
(2) Reasonable use of research and development funds. Party B's use of research and development funds shall be earmarked for special purposes and shall not be used for other purposes.
(3) ____ years __ month __ days before the _____ to deliver the agreed research and development results to Party A (Note: the parties may agree to submit the research and development results in one or several of the following ways);
1 product design, process specifications, material formula and other technical files such as drawings, papers, reports, etc.; 2 tapes, disks, computer software; 3 animal, plant new varieties, microbial strains; 4 complete sets of technical facilities.
(4) Provide the following necessary technical guidance and technical service work _______.
Note: If there is a specific agreement in the contract, the research and development party is also obliged to provide the following collaborative matters to the client: provide technical consulting services (such as market forecasting, value engineering, feasibility studies, etc.); and provide technical training to the client; Provide information on the state of the new technology development; assist in the development of relevant operations, process procedures; propose technical development summary reports or technical results of organizational results; in addition, in the absence of hindering the normal work of their own research and development, they are obliged to accept the client Examine your own performance of the contract and the use of funds.
In addition to fulfilling the above-mentioned respective main obligations, both parties may also agree to undertake mutual obligation to continuously report the performance of the contract during the conclusion and performance of the contract. In particular, those situations that hinder the conclusion or performance of contracts, such as obstacles in information exchange, technical risks, and over-expenditure or surplus of research and development funds, etc.).
6. Party A’s liability for breach of contract:
(1) If Party A delays payment of research and development funds and causes research and development work to stagnate or delay, Party B shall not be liable. Party A shall pay a penalty of ___% of the total investment amount. If the research and development funds or remuneration are not paid within a certain period of time, Party B shall have the right to terminate the contract. Party A shall return the technical materials or relevant technical achievements to pay the remuneration payable, and the amount of the payment shall be ____% of the total investment of the project.
(2) If Party A fails to provide technical materials, original materials and cooperation matters in accordance with the contract, or the technical materials, original materials and cooperation items provided are seriously flawed, resulting in stagnant, delayed or failed research and development work, Party A shall be liable. However, Party B shall find that the information and materials provided by Party A have obvious errors and have not notified Party A to review the corrections and supplements, and shall bear corresponding responsibilities. If Party A fails to provide technical materials, original materials and cooperation matters within two months, Party B shall have the right to terminate the contract, and Party A shall pay a penalty of ___% of the total investment amount of the project.
(3) If Party A fails to accept the results of the work within two months, Party B shall have the right to transfer or sell the results of the work to a third party outside the contract.
7. Party B’s liability for breach of contract:
(1) If Party B fails to carry out research and development work according to the plan, Party A has the right to request it to implement the research and development plan and take remedial measures. If Party B fails to implement the research and development plan within two months of overdue, Party A has the right to terminate the contract. Party B shall pay a penalty of ___% of the total investment amount of the project.
(2) Party A shall use the research and development funds for the purpose other than the contract, and Party A shall have the right to stop and require it to refund the corresponding funds for research and development. Therefore, if the research and development work is stagnant, delayed or failed, Party B shall pay a liquidated damages of ____% of the total investment of the project and compensate for the losses. After Party A’s reminder, the funds will not be refunded for research and development within two months. Party A Have the right to cancel the contract. Party B shall pay liquidated damages or compensate for the losses caused to the entrusting party.
(3) If part or all of the research and development results do not comply with the contractual conditions, Party B shall return part or all of the research and development funds, and the amount of the payment shall be ___% of the total investment of the project.
8. The attribution and sharing of research and development results:
The patent right to perform the research and development results completed in this contract is owned by _____ party.
Note (1): The party that obtains the patent right should generally allow the other party to implement the patent free of charge and may preferentially transfer the patent. )
Note (2): If the parties do not intend to apply for a patent for the research and development results, the parties may agree on the right to use and transfer the non-patent technical achievements; if the contract is not agreed, both parties have the right to use and transfer. However, according to the law, research and development parties may not transfer to the third party until the technical results are delivered to the client. )
Note (3): If the parties use the “general license, exclusive license, exclusive license” and other methods commonly used in industrial property rights rules based on the principle of mutual benefit and compensation, they can more satisfactorily reflect the relationship between “permission and investment”. relationship. which is:
1 The entrusted research and development party pays part of the research and development funds and remuneration, and can enjoy the free general implementation right for technical achievements (including patented technology and non-patented technology, the same below); the research and development party reserves the right to use and transfer to third parties. s right.
2 If the entrusted research and development party pays all the research and development funds and remuneration, it may have the priority to implement the technical achievements; the research and development party may retain the right to use within the agreed time limit or scope, but may not transfer the use to the third party. Results.
3 In addition to paying all the research and development funds and remuneration to the research and development party, and paying the agreed “exclusive expenses”, the entrusting party can enjoy the safe use rights and transfer rights to the research and development results within the scope of the contract ( Exclusive rights); the research and development party may not use or transfer the technical results to third parties.
Note (4): If the entrusting party intends to obtain the complete patent application right or patent right of the technical achievement, it may also enter into another patent application right or patent transfer contract with the research and development party according to the principle of consensus and equal compensation.
9. Privacy Policy:
During the validity period of this contract, both parties shall bear the confidentiality obligation for the following technical materials. ____ After the expiration of this contract, the parties shall bear the confidentiality obligation ___ for the following technical materials.
10. The commitment of technical risks:
In the performance of this contract, due to insurmountable technical difficulties, resulting in research and development failure or partial failure, the resulting risk loss is borne by the ____ party.
When a party finds a situation listed in the preceding paragraph that may lead to failure or partial failure of research and development, it shall promptly notify the other party and take measures to reduce the loss. Failure to notify in time and take appropriate measures to cause the loss to expand shall be liable for the expanded loss.
11. Acceptance criteria and methods: _____.
12. Contract disputes and solutions are as follows: ________.
13. Interpretation of nouns and terms: ________.
This contract shall become effective on the date of signature and seal by both parties.
Party A (or authorized representative) Party B (or authorized representative)
Signature: _____ (seal) Signature: _______ (seal)
Signing time: _______ Signing time: _________
Signing location: _______ Signing location: ______
Bank of deposit: _______ Bank of deposit: ______
Account number: _________ Account number: _________
Party A guarantor (name): ___ Party A guarantor (name): ____
Address: __________ Address: ___________
Responsible person (or authorized representative) responsible person (or authorized representative)
Signature: _______ (seal) Signature: ____ (seal)
Signing time: _______ Signing time: _________
Signing location: _______ Signing location: ______
Bank of deposit: _______ Bank of deposit: ______
Principal: ______, hereinafter referred to as Party A;
Legal representative or person in charge: ________;
Research and development party: _______, hereinafter referred to as Party B;
Legal representative or person in charge: ___________.
According to the relevant provisions of the "Contract Law of the People's Republic of China", this contract is signed by both parties through consensus.
1. project name:________.
(Note: This reference format is applicable to research and development activities of new technologies, new products, new materials, new processes and their systems.)
2. The current status, level and development trend of this technology development project at home and abroad: ____.
3. The technical level that this research and development achievement should reach is _________.
4. Party A’s main obligations:
(1) Paying the agreed project investment (including research and development funds and reports to Party B. The contract stipulates a certain proportion of research and development funds as research subsidies, which may not be paid separately)
The total investment of the project is __________.
Of which: equipment fee ______; material fee ________;
Energy cost ________; test fee ________;
Trial production fee ________; installation fee ________;
Modulation fee ________; file preparation fee ______;
(2) Pay the above project investment in installments as follows: ________.
(Note: The parties can usually choose the following payment methods: 1 the method of actual reimbursement; 2 the final calculation, the instalment payment, the way of using the package; 3 “research and development expenses” + the method of the commission fee).
(3) Provide Party B with the following technical background information and original materials within _____ days after the contract takes effect:
(4) Party A shall provide Party B with the following assistance matters __________.
(5) Party A shall promptly carry out the following research and development results _____.
(Note: If there is a special agreement in the contract, the entrusting party is also obliged to provide the following assistance to the research and development party; provide research and development samples, molds, and may propose clear technical and economic indicators according to the purpose and process of the application, and process and test the samples. ; installation, commissioning and maintenance of process equipment, as well as technical evaluation of organizational results, etc.)
5. Party B’s main obligations:
(1) Carefully develop and implement research and development plans.
The planning and speed of this research and development project (the main technical problems, goals achieved and time to completion) are as follows: ______.
The main research, test methods and technical routes (including process flow) used in this research and development project are as follows: _______.
(2) Reasonable use of research and development funds. Party B's use of research and development funds shall be earmarked for special purposes and shall not be used for other purposes.
(3) ____ years __ month __ days before the _____ to deliver the agreed research and development results to Party A (Note: the parties may agree to submit the research and development results in one or several of the following ways);
1 product design, process specifications, material formula and other technical files such as drawings, papers, reports, etc.; 2 tapes, disks, computer software; 3 animal, plant new varieties, microbial strains; 4 complete sets of technical facilities.
(4) Provide the following necessary technical guidance and technical service work _______.
Note: If there is a specific agreement in the contract, the research and development party is also obliged to provide the following collaborative matters to the client: provide technical consulting services (such as market forecasting, value engineering, feasibility studies, etc.); and provide technical training to the client; Provide information on the state of the new technology development; assist in the development of relevant operations, process procedures; propose technical development summary reports or technical results of organizational results; in addition, in the absence of hindering the normal work of their own research and development, they are obliged to accept the client Examine your own performance of the contract and the use of funds.
In addition to fulfilling the above-mentioned respective main obligations, both parties may also agree to undertake mutual obligation to continuously report the performance of the contract during the conclusion and performance of the contract. In particular, those situations that hinder the conclusion or performance of contracts, such as obstacles in information exchange, technical risks, and over-expenditure or surplus of research and development funds, etc.).
6. Party A’s liability for breach of contract:
(1) If Party A delays payment of research and development funds and causes research and development work to stagnate or delay, Party B shall not be liable. Party A shall pay a penalty of ___% of the total investment amount. If the research and development funds or remuneration are not paid within a certain period of time, Party B shall have the right to terminate the contract. Party A shall return the technical materials or relevant technical achievements to pay the remuneration payable, and the amount of the payment shall be ____% of the total investment of the project.
(2) If Party A fails to provide technical materials, original materials and cooperation matters in accordance with the contract, or the technical materials, original materials and cooperation items provided are seriously flawed, resulting in stagnant, delayed or failed research and development work, Party A shall be liable. However, Party B shall find that the information and materials provided by Party A have obvious errors and have not notified Party A to review the corrections and supplements, and shall bear corresponding responsibilities. If Party A fails to provide technical materials, original materials and cooperation matters within two months, Party B shall have the right to terminate the contract, and Party A shall pay a penalty of ___% of the total investment amount of the project.
(3) If Party A fails to accept the results of the work within two months, Party B shall have the right to transfer or sell the results of the work to a third party outside the contract.
7. Party B’s liability for breach of contract:
(1) If Party B fails to carry out research and development work according to the plan, Party A has the right to request it to implement the research and development plan and take remedial measures. If Party B fails to implement the research and development plan within two months of overdue, Party A has the right to terminate the contract. Party B shall pay a penalty of ___% of the total investment amount of the project.
(2) Party A shall use the research and development funds for the purpose other than the contract, and Party A shall have the right to stop and require it to refund the corresponding funds for research and development. Therefore, if the research and development work is stagnant, delayed or failed, Party B shall pay a liquidated damages of ____% of the total investment of the project and compensate for the losses. After Party A’s reminder, the funds will not be refunded for research and development within two months. Party A Have the right to cancel the contract. Party B shall pay liquidated damages or compensate for the losses caused to the entrusting party.
(3) If part or all of the research and development results do not comply with the contractual conditions, Party B shall return part or all of the research and development funds, and the amount of the payment shall be ___% of the total investment of the project.
8. The attribution and sharing of research and development results:
The patent right to perform the research and development results completed in this contract is owned by _____ party.
Note (1): The party that obtains the patent right should generally allow the other party to implement the patent free of charge and may preferentially transfer the patent. )
Note (2): If the parties do not intend to apply for a patent for the research and development results, the parties may agree on the right to use and transfer the non-patent technical achievements; if the contract is not agreed, both parties have the right to use and transfer. However, according to the law, research and development parties may not transfer to the third party until the technical results are delivered to the client. )
Note (3): If the parties use the “general license, exclusive license, exclusive license” and other methods commonly used in industrial property rights rules based on the principle of mutual benefit and compensation, they can more satisfactorily reflect the relationship between “permission and investment”. relationship. which is:
1 The entrusted research and development party pays part of the research and development funds and remuneration, and can enjoy the free general implementation right for technical achievements (including patented technology and non-patented technology, the same below); the research and development party reserves the right to use and transfer to third parties. s right.
2 If the entrusted research and development party pays all the research and development funds and remuneration, it may have the priority to implement the technical achievements; the research and development party may retain the right to use within the agreed time limit or scope, but may not transfer the use to the third party. Results.
3 In addition to paying all the research and development funds and remuneration to the research and development party, and paying the agreed “exclusive expenses”, the entrusting party can enjoy the safe use rights and transfer rights to the research and development results within the scope of the contract ( Exclusive rights); the research and development party may not use or transfer the technical results to third parties.
Note (4): If the entrusting party intends to obtain the complete patent application right or patent right of the technical achievement, it may also enter into another patent application right or patent transfer contract with the research and development party according to the principle of consensus and equal compensation.
9. Privacy Policy:
During the validity period of this contract, both parties shall bear the confidentiality obligation for the following technical materials. ____ After the expiration of this contract, the parties shall bear the confidentiality obligation ___ for the following technical materials.
10. The commitment of technical risks:
In the performance of this contract, due to insurmountable technical difficulties, resulting in research and development failure or partial failure, the resulting risk loss is borne by the ____ party.
When a party finds a situation listed in the preceding paragraph that may lead to failure or partial failure of research and development, it shall promptly notify the other party and take measures to reduce the loss. Failure to notify in time and take appropriate measures to cause the loss to expand shall be liable for the expanded loss.
11. Acceptance criteria and methods: _____.
12. Contract disputes and solutions are as follows: ________.
13. Interpretation of nouns and terms: ________.
This contract shall become effective on the date of signature and seal by both parties.
Party A (or authorized representative) Party B (or authorized representative)
Signature: _____ (seal) Signature: _______ (seal)
Signing time: _______ Signing time: _________
Signing location: _______ Signing location: ______
Bank of deposit: _______ Bank of deposit: ______
Account number: _________ Account number: _________
Party A guarantor (name): ___ Party A guarantor (name): ____
Address: __________ Address: ___________
Responsible person (or authorized representative) responsible person (or authorized representative)
Signature: _______ (seal) Signature: ____ (seal)
Signing time: _______ Signing time: _________
Signing location: _______ Signing location: ______
Bank of deposit: _______ Bank of deposit: ______
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