1, different concepts.
A sales contract is a contract in which one party transfers the ownership of the subject matter to another party and the other party pays the price. The party that transfers ownership is the seller or the seller, and the party that pays the price to obtain ownership is the buyer or the buyer.
As a supplementary part of the technical contract, the technical agreement mainly specifies the technical content of the product or service. Generally, the contents of technical agreements should take into account the industry norms, but there are no special management regulations at present.
2. Different characteristics
The characteristics of sales contracts are paid contracts, bilateral contracts, non-commitment contracts and non-commitment contracts.
The essence is to transfer the ownership of the subject matter in a paid way, that is, the seller transfers the ownership of the subject matter to the buyer, and the buyer pays the price to the seller. In the sales contract, both the buyer and the seller enjoy certain rights and assume certain obligations. A sales contract does not require the parties to deliver the subject matter, nor does it need to have a certain form for the contract to take effect, except as otherwise provided by law.
A technology agreement is a supplementary part of a technology contract, and it is a contract concluded by the parties for technology development, transfer, consultation or service to establish mutual rights and obligations.
3, the scope is different
The scope of the agreement is larger than that of the contract, which emphasizes the equality of subjects, but the agreement is not necessarily, but this distinction is meaningless. A contract is an agreement between natural persons, legal persons and other organizations with equal subjects to establish, change and terminate the relationship of civil rights and obligations. Other laws shall apply to the agreements on identity relations such as marriage, adoption and guardianship.
legal ground
People's Republic of China (PRC) Civil Code
Article 843 A technology contract is a contract concluded by the parties for technology development, transfer, licensing, consultation or service, which defines the rights and obligations of both parties.
Article 844 The conclusion of a technology contract shall be conducive to the protection of intellectual property rights and the progress of science and technology, and promote the research, development, transformation, application and popularization of scientific and technological achievements.
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Article 844 The conclusion of a technology contract shall be conducive to the protection of intellectual property rights and the progress of science and technology, and promote the research, development, transformation, application and popularization of scientific and technological achievements.
Article 845 The contents of a technology contract generally include the name of the project, the content, scope and requirements of the subject matter, the plan, place and method of performance, the confidentiality of technical information and materials, the ownership of technical achievements and the way of profit distribution, the acceptance criteria and methods, and the interpretation of terms and conditions.
Technical background information, feasibility study and technical evaluation report, project task book and plan, technical standards, technical specifications, original design and process documents and other technical documents related to the performance of the contract may be taken as an integral part of the contract according to the agreement of the parties.
Where a technology contract involves a patent, it shall specify the name of the invention-creation, the applicant and patentee of the patent, the date of application, the application number, the patent number and the validity period of the patent right.
Article 846 The terms of payment for the price, remuneration or royalties of a technology contract shall be agreed upon by the parties, which may be lump-sum payment or lump-sum payment, royalty payment or royalty payment plus prepaid royalties.
Where it is agreed to pay the royalties, the royalties may be calculated according to a certain proportion of the product price, new output value, profit or product sales after the patent is implemented and the technical secrets are used, or by other agreed means. The proportion of royalty payment can be fixed, increasing year by year or decreasing year by year.
If the use fee is agreed, the parties may agree on the method of consulting the relevant accounting accounts.