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Technology Transfer Agreement

Technology Transfer Agreement Template for Switzerland

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Key Requirements PROMPT example:

Technology Transfer Agreement

"I need a Technology Transfer Agreement under Swiss law for transferring proprietary AI software technology from our Zurich-based company to a German manufacturer, including provisions for technical support and source code escrow, to be implemented by March 2025."

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Document background
The Technology Transfer Agreement is a crucial document used when one party wishes to transfer or license technology, intellectual property rights, or technical know-how to another party under Swiss law. This agreement is particularly relevant in Switzerland's innovation-driven economy and is commonly used by research institutions, technology companies, and industrial enterprises. The document must comply with Swiss federal legislation, including the Swiss Code of Obligations, intellectual property laws, and competition regulations. It typically includes detailed provisions on technology specifications, implementation requirements, training and support obligations, confidentiality measures, and dispute resolution mechanisms. The agreement is essential for protecting both the transferor's intellectual property rights and the transferee's interests while ensuring successful technology implementation.
Suggested Sections

1. Parties: Identification and details of the transferor and transferee

2. Background: Context of the agreement, including brief description of the technology and purpose of the transfer

3. Definitions: Detailed definitions of technical terms, the Technology, and other key concepts used in the agreement

4. Subject Matter and Scope: Detailed description of the technology being transferred and the scope of the transfer

5. Grant of Rights: Specific rights being transferred or licensed, including any territorial or field-of-use restrictions

6. Payment Terms: Financial terms including initial payments, royalties, and payment mechanics

7. Delivery and Implementation: Process and timeline for technology transfer and implementation

8. Intellectual Property Rights: Ownership and protection of IP rights, including improvements and modifications

9. Confidentiality: Protection of confidential information and trade secrets

10. Warranties and Representations: Warranties regarding ownership, non-infringement, and technology functionality

11. Liability and Indemnification: Limitation of liability and indemnification obligations

12. Term and Termination: Duration of the agreement and termination provisions

13. Governing Law and Jurisdiction: Specification of Swiss law as governing law and jurisdiction for disputes

14. General Provisions: Standard boilerplate clauses including assignment, severability, and entire agreement

Optional Sections

1. Training and Support: Details of training and technical support if included in the transfer

2. Quality Control: Quality standards and monitoring procedures if applicable to the technology

3. Export Control: Required for cross-border transfers subject to export control regulations

4. Improvement Rights: Rights and obligations regarding future improvements to the technology

5. Source Code Escrow: For software transfers where source code escrow is required

6. Data Protection: Required if the technology involves processing of personal data

7. Competition Law Compliance: Specific provisions ensuring compliance with competition laws

8. Insurance: Insurance requirements if specific coverage is needed for the technology

9. Performance Metrics: Specific performance criteria and measurement methods if applicable

Suggested Schedules

1. Technical Specification: Detailed technical specifications of the technology being transferred

2. Implementation Plan: Detailed timeline and milestones for the technology transfer

3. Payment Schedule: Detailed breakdown of payment terms, royalty calculations, and payment milestones

4. Training Program: Detailed description of training content, schedule, and delivery method

5. Support Services: Specification of support services, response times, and service levels

6. Acceptance Testing: Testing procedures and acceptance criteria for the technology

7. Required Third-Party Licenses: List of third-party licenses required for technology implementation

8. Contact Details: Key contacts and escalation procedures for both parties

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions





















































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Relevant Industries

Information Technology

Biotechnology

Pharmaceutical

Manufacturing

Automotive

Aerospace

Chemical Industry

Medical Devices

Telecommunications

Clean Technology

Semiconductor Industry

Research and Development

Software Development

Industrial Automation

Healthcare Technology

Relevant Teams

Legal

Research and Development

Intellectual Property

Technical Operations

Business Development

Innovation

Compliance

Technology Transfer Office

Commercial Operations

Patent Operations

Contract Management

Scientific Affairs

Technology Implementation

Product Development

Relevant Roles

Chief Technology Officer

Head of Legal

IP Counsel

Technology Transfer Manager

Research Director

Innovation Manager

Legal Counsel

Licensing Manager

Chief Innovation Officer

Business Development Director

Head of R&D

Intellectual Property Manager

Commercial Director

Chief Legal Officer

Technology Scout

Patent Attorney

Contract Manager

Research Scientist

Technical Director

Compliance Officer

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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