Technology Contract Law of the People's Republic of China

Technology Contract Law of the People's Republic of China

Order of the President [1987] No.53

June 23, 1987

Chapter I General Provisions
　
Article 1 For the purposes of promoting the development of science and technology, making science and technology to better serve socialist modernization, ensuring the lawful rights and interests of the parties to technology contracts and maintaining the order of technology markets, this Law is enacted.
　
Article 2 This Law applies to contracts concluded between legal persons, between legal persons and citizens and between citizens whereby relations of civil rights and obligations are established with respect to technology development, technology transfers, technical consultancy and technical services, however, does not apply to contracts to which a foreign enterprise, organization or individual is a party.
　
Article 3 The conclusion of technology contracts must comply with the laws and regulations, facilitate the progress of science and technology, and accelerate the application and dissemination of the achievements of science and technology.
　
Article 4 The conclusion of technology contract must follow the principles of voluntariness and equality, mutual benefit and compensation, and honesty and trustworthiness.
　
Article 5 In case where the contents of a technology contract involve the security or vital interests of the State and need to be kept confidential, it shall be dealt with in accordance with the relevant regulations of the State.
　
Article 6 Technological achievements obtained by a person in the course carrying out a task of the unit to which he or she belongs or mainly through using the technological and material means of such a unit shall be job-related technological achievements. The right to use or transfer a job-related technological achievement shall belong to the unit, which shall have the right to conclude technology contracts concerning such a technological achievement. The unit shall reward the individuals who accomplished the technological achievement on the basis of the proceeds realized from the use and transfer of such an achievement.
The right to use and transfer a non-job-related technological achievement shall belong to the individuals who accomplished it, who shall have the right to conclude technology contracts concerning such a non-job-related technological achievement.
Where application for a patent is filed or a patent right is granted for a job-related or non-job-related technological achievement, the relevant provisions of the Patent Law shall apply.
An individual who has accomplished a technological achievement shall have the right to be named as such in the documents related to the technological achievement and the right to receive certificates of honor and awards.
　
Article 7 The competent departments under the State Council and the people's governments of provinces, autonomous regions or municipalities directly under the Central Government shall, as required by State interests or public interests, have the authority to decide on the dissemination for wider application by designated units of non-patent technological achievements that are of great significance and belong to units owned by the whole people within their sectors or under their administration. The unit using such technological achievements shall commit itself to keep the technological achievements confidential and shall pay a use fee according to the agreement between the two parties. If the two parties can not reach an agreement, the authorities that have made the decision shall determine a reasonable use fee.
Non-patent technological achievements of collectively owned units or individuals that are of great significance to State interests or public interests and need to be applied on a wider scale shall be handled by taking reference of the provisions of the preceding paragraph after the competent departments under the State Council have obtained approval from the State Council.
　
Article 8 The administrative authorities in charge of technology contracts shall be specified by the State Council.

Chapter II Conclusion, Performance, Modification and Termination of Technology Contracts
　
Article 9 The conclusion, modification and termination of a technology contract shall be made in written form.
　
Article 10 A technology contract shall establish once the parties have signed their names and put their seals on it. Contracts subject to approval by the relevant authorities pursuant to the regulations of the State shall establish upon such approval.
　
Article 11 Parties to a technology contract may stipulate on the guarantee for the contract. A contract with a third party as the guarantor shall establish upon the signing and sealing of the contract by the guarantor and the guaranteed party.
　
Article 12 The price or remuneration and the modes of payment shall be agreed upon by the parties to a technology contract.
　
Article 13 A party may entrust an agent to conclude technology contract on its behalf. The entrusting party shall issue a power of attorney to the agent. The agent shall conclude contracts in the name of the entrusting party and within the scope of authority authorized by the entrusting party.
　
Article 14 Intermediary agencies that provide services for the conclusion of technology contracts shall comply with the relevant provisions of this Law and adhere to the principles of honesty and trustworthiness, and may collect reasonable fees.
　
Article 15 The clauses of a technology contract shall be agreed upon by the parties.
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