• International Commerce and Information Review
• /
• v.19 no.1
• /
• pp.191-210
• /
• 2017

The old sources of competitive edge and value added were land, labor, and capital. In today's knowledge-based economy in the 21st century, technology is attracting attention as a new engine of growth. That paradigm shift of world economy has resulted in the global spread of technology transfer and the gradual increase of trade of intangible goods including patents and know-how as well as tangible goods in international trade. An international license agreement is a representative form of technology transfer. In license agreements, the providers of technology keep their ownership of technology, allow the implementation of technology to the users of technology only for a certain period of time, and receive loyalty as a reward. Economic profit through such technology trade can be realized with the smooth implementation and termination of agreement. International license agreements are different from sales contracts, which represent international business transaction based on mutual obligation, in many aspects in that they target intangible goods of technology and aim for rent for a certain period of time. This study thus set out to examine issues that could be controversial in the main and individual obligation of the parties in international license agreements and provide implications helpful for the prevention of disputes in advance.

• THE INTERNATIONAL COMMERCE & LAW REVIEW
• /
• v.64
• /
• pp.39-64
• /
• 2014

The object of International License Contract is technology. Technology is means to produce visible goods, which are human's intellectual creations such as Intellectual Property Right - patent, design, trademark- and Know-how. Unlike visible goods which decrease as being used, these technologies are possible to be produced expansively and develop additionally. Therefore, the way to make a contract of goods is a sales contract which transfers ownership while technology follows license contract which gives approval of use for a certain period. International license contract means that licensor has right to possess, allows licensee to use licensed technology for a fixed period and takes royalty. So there are various matters such as selection of the duration of a contract, confirmation of technology range, competition limitation, technique guidance and support, calculation of royalty, withholding tax between parties. This study examines licensor's grant of license and competition limitation. Intellectual property rights fundamentally give exclusive rights to the creator so the licensor use or dispose of his or her intellectual property rights at will. Technology transfer is possible through license contract because of this right. But licensor must exercise his or her intellectual property rights within a reasonable limit. It means, when licensor makes an unreasonable demand abusing his or her position, it is regarded as competition limitation clause and the deal itself may become null. Therefore, restraint on competition needs to be examined in detail as it influences on contract validity. Each country has their own competition laws for establishing a fair market order and inspection guide and guideline for judging whether there is any unfair act related to intellectual property rights. Judgment on intellectual property rights is subject the technology-introduced country's domestic laws and thus, contracting parties each need to precede opposite nation's domestic laws system.

• THE INTERNATIONAL COMMERCE & LAW REVIEW
• /
• v.61
• /
• pp.29-55
• /
• 2014

Subject matter of international trade are various. They contain not only tangible assets such as goods but also intangible assets including service, technology, and capital etc. Technology, a creation of the human intellect, is important as it is the main creative power to produce goods. It can be divided into Patent, Trademark, Know-how and so on. These Technologies are protected by the national and international laws on regulations for the Intellectual Property Rights(IPR), since technology development is needed a lot of time and effort, and the owner of the technology may have crucial benefits for creating and delivering better goods and services to users and customers. Therefore, any licensee who wants to use the technology which other person(licensor) owns, he(the licensee) and the original owner(the licensor) shall make Technology Transfer Contract. Differently from the International Sales Contract in which seller provides the proprietary rights of goods for buyer, in the case of International Transfer of Technology Contract, the licensor doesn't provide proprietary rights of technologies with the licensee, on the contrary the right of using is only allowed during the contract. The purpose of this paper is to examine the main issues in International Transfer of Technology Contract. This author focused on the main obligations of both parties, namely licensor's obligation to provide the technology and licensee's obligation to pay the royalty. As every country has different local mandatory laws about Intellectual Property Rights(IPR) and these mandatory rules and laws prevails over the contract, the related rules and laws should be examined carefully by both parties in advance. Especially the rules and laws about the competition limitation in the local country of licensee and the economic union(like the EU) should be checked before contracting. In addition, the contract has much more complicate and delicate aspects than other international business contracts, so both parties should review carefully before singing the contract.

• Korea Trade Review
• /
• v.42 no.1
• /
• pp.27-45
• /
• 2017

A new phenomenon in recent trade is the rising interest in the trade of product production and manufacturing methods themselves, unlike in the past, when the interest was focused on the trade of tangible goods. That is, technology is considered as the object of trade instead of a simple element of production as "technology itself is commercialized". The broad meaning of technology encompasses all the property of knowledge with economic value. Its narrow meaning refers to technology used to produce and manufacture goods. Technologies have features such as no forms, heterogeneity, accumulation of value and extinction of right. The trade of technology commands different styles and content from that of tangible goods due to their unique characteristics; and accordingly, has various risk factors. In other words, technology can be traded in various ways according to commercial objectives including licensing, technical partnership, and joint investment in addition to general trading. The specific forms of technology transfer strategies depend on the purposes and situations between corporations. In case of technical trade with any form, the parties should be cautious about the following practical aspects: First, the contract should clearly define the scope and transfer method of technology. It is a very important matter how the provider of technology will provide the user of technology with abstract technology with no substantiality. Second, a monopoly on technology recognized as intellectual property rights is granted to their inventors for some periods of time, but anyone can have access to that technology after the term of existence. Thus, it is important to check the terms of existence of a patent as well as the terms of contract. Third, the user of technology should fulfill his confidentiality obligation to prevent the technology of the provider from being leaked to a third party unjustly. Fourth, the provider of technology should make a contribution to the successful implementation of the technology by the user as well as provide the licensed technology. Finally, a model contract is recommended to minimizing the legal hiatus of complex technology transfer trade when concluding a contract.