Technical Assistance

Example 7-1: Technical Assistance

ABC shall, by request of XYZ, permit a reasonable number of technical personnel designated by XYZ to have opportunity to study to manufacture of the Licensed Products at the plants of ABC. Such personnel shall be given adequate training to acquaint themselves with production design, production engineering, processes of production and testing of the Licensed Products. Such personnel shall be permitted to make notes and sketches and to procure pertinent technical and photographs in possession of ABC relating to the foregoing including the cost of raw materials and methods of quality control which may be in use in connection with the manufacture of the Licensed Products.

XYZ shall advise ABC in advance of the names, interests, qualifications and probable length of stay of XYZ’ is designated personnel desiring to visit such plants of ABC in order to provide ample time to enable ABC to prepare such visits.

In the event XYZ requires the services of technical personnel of ABC to be sent of XYZ to render technical assistance in connection with the manufacture of the Licensed Products for the reasonable period to be agreed upon by the parties hereto, ABC shall send appropriate personnel for this purpose as promptly as existing circumstances permit, provided, however, XYZ shall bear the salary of such personnel at the rates to be agreed upon by the parties hereto in advance and the travelling (economy class air tickets) and reasonable living expenses.

Personnel of either ABC or XYZ, during the time they are present on the premises of the other party, shall be subject to all rules and regulations prevailing on the premises of such other party. However, none of such personnel of either party shall be considered for any purposes to be an employee of the other.


Example 7-2: Technical Assistance

1.In case Licensor is required by Licensee to send engineers of Licensor (hereinafter referred to as “Engineer”) and Licensor deems it effective to send Engineer In order to fulfill the purpose of this Agreement, Licensor shall answer Licensee’s request and give technical guidance to Licensee under the following conditions:

a) Travel expenses: Licensee shall bear Engineer’s round trip fare of the economy class by air from …to …

b) Daily allowance: Licensee shall bear the daily allowance of … including all living expenses.

c) Period of stay: The period of stay of Engineer shall be decided and extended upon negotiation between Licensor and Licensee.

d) Payment: The said fare and allowance shall be paid by Licensee within …day before dispatch of Engineer.

2.Licensee shall guarantee to Engineer the same treatment as that of Licensee’s officers in order to assist Engineer’s activities of technical guidance.

3.The working days of Engineer shall be … a week and their working hours shall not exceed … a day and shall include not less than one hour’s rest. In case Engineer accept Licensee’s request to work over working hours or at midnight, Licensee shall pay to Engineer reasonable extra allowance.

4.Licensee shall arrange fully furnished living accommodations for Engineer.

Licensee shall, during Engineer’s stay in …, under take the full responsibility for Engineer’s health, lives, body, property, etc.


Example 7-3: Technical guidance by Licensor

Within two (2) years after the Effective Date of this Agreement Licensor upon the request of Licensee, undertakes to dispatch scientific and qualified specialists to Licensee’s manufacturing factory to advise Licensee In the manufacture and formulation of the Licensed Product under the Patents, Know-How and other technical. The dispatch of these specialists will be of no more than (…) man days excluding travel time within said two (2) years.

On the expenses arising out of dispatching the specialists, Licensees shall bear the following:

a.In principle, transportation expenses from (…) to (…) and back is to be paid on an actual expense basis.

b.(…) per day as a daily allowance.

c.All of the expenses for medical and surgical treatments that the specialists may receive within ‘Territory.

d.All expenses for room and board.

All of the expenses mentioned in the above with the exception of c) and d) shall be paid  in advance.

Working time of the specialists for a day shall be within eight (8) hours and working days shall be (…) days a week in principle. If the specialists shall work over or work in midnight, Licensee shall, in addition to the payments provided In the preceding paragraph, pay the following money.

a.After finish of work, (…) one (1) hour excess till (…) at night and from (…) in the morning to starting time of work.

b.Licensee shall bear fully responsibilities for health care, life and properties for the specialists.