技术出口合同(8).doc

技术出口合同(8) 技术出口合同范本 (d) Normal wear and tear. 12.4 During the Warranty Period, should the Technical Documentation supplied by the Seller be found inplete, unclear or incorrect due to the Sellers reason, the Seller shall be liable to supplement, replace or correct the Technical Documentation free of charge. 12.5 The Seller shall in no respect be understood or interpreted as liable for the mercial development of the Contract Products. The Buyer shall undertake the risk of the mercial development of the Contract Products. 12.6 In no circumstances, whether as a result of breach of contract, warranty, indemnity, tort (including negligence), strict liability, or otherwise, shall the Seller or its subcontractors or suppliers be liable for loss of profit or revenues, loss of production, loss of use, loss of information or data, cost of capital, cost of substitute equipment, facilities, services or replacement power, downtime costs, claims of the Buyers customers for such damages, or for any special, consequential, incidental, indirect or exemplary damages. 12.7 Notwithstanding anything to the contrary provided in the Contract, the aggregate liability of the Seller to the Buyer , on all claims of any kind, whether in contract, warranty, indemnity, tort (including negligence), strict liability, or otherwise, arising out of the performance or breach of the Contract or use of any Equipment or exploration of the Patent and/or Know-how shall not exceed ( ) percent of the total Contract price. 12.8 All Contractual obligations of the Seller shall be deemed as having been fulfilled upon the expiry date of the Warranty Period. 13.1 The Seller represents that it is entitled or authorized to grant the license to the Buyer to use the Patent and/or Know-how for the purpose as specified in Article 3. 13.2 The Buyer shall not use such Patent and/or know-how received from the Seller for any purpose other than that as specified in this Contract. 13.3 Any intellectual property right or other technical information granted by the Seller to the Buyer shall remain the property of the Seller. In no circumstances shall any terms and conditions in this Contract be construed, deemed, or interpreted as transfer of title to the Buyer of any information which may be delivered to or aessed by the Buyer. 13.4 Registration of the Contract and Maintenance of Patent 13.4.1 The Buyer shall, after the Contract is signed between both parties, make sure that the Contract is registered with or filed to the petent authorities in the Buyers country if it is required by law. 13.4.2 The Seller shall, during the validity period of the Contract, make all reasonable efforts to maintain Patent in force in the territory as stipulated in Article 3.4.1 and bear the costs thus incurred. The Buyer shall not make any action or inaction which may lead to invalidation or pulsory licensing of the Patent. 13.5 Improvement and Grant-back 13.5.1 Should any Improvement be made by the Seller on Patent and/or Know-how within the validity period of the Contract, which shall be the exclusive property of the Seller, the Seller shall grant the Buyer a non-exclusive license to exploit such Improvement at latest months from its improving, provided that the license fee is agreed upon between both parties. 13.5.2 The Buyer shall be entitled to make Improvement on Patent and/or Know-how within the validity period of the Contract. The Seller shall have the right to obtain and make use of the Improvement. The license fee shall be discussed between both parties in due time. 13.5.3 Both parties shall keep Improvement confidential. Neither party shall be entitled to grant any third party a sub-license on Improvement made and provided by the other party without previous written consent of the other party. 14.1 After signing of the Contract, both parties shall keep secret all the contents, terms, conditions of the Contract. 14.2 The Buyer shall take proper measures to keep strictly confidential of Know-how, Technical Documentation, Improvement and any other secret information obtained or aessible to from the Seller. The Buyer shall not disclose any of them to any third party, and shall not make use of them without prior written consent of the Seller except otherwise stipulated in the Contract. 14.3 The Buyer may disclose the secret information as described in Article 14.2 to the personnel of its own, or of any related parties engaged in the performance of the Contract subject to Article 14.2, strictly to the extent as essential for the implementation of the Contract, provided that the individuals and/or parties aessing or may aess such secret information are engaged to undertake in written form the same confidential liability of the Buyer to the Seller. Any breach of confidentiality obligations by any personnel from the Buyer or the Buyers related parties shall be deemed as breach of the Contract by the Buyer. 模板,内容仅供参考