Enterprise contracts involve intellectual property clauses.
I. Additional clauses of ODM contract
1. The XX trademark involved in the goods in this contract belongs to Party A, and Party B shall not change the words, figures or combinations of the registered trademarks of Party A without authorization, and shall not use the registered trademarks of Party A outside the scope of the goods in this contract.
2. Without the authorization of Party A, Party B shall not license the use of Party A's registered trademark to a third party in any form and for any reason.
3. After the contract is terminated, Party B shall immediately stop using Party A's XX trademark and send other materials appearing in the trademark to Party A. It is absolutely not allowed to use words, marks, trademarks and translations in various languages that are the same as or similar to Party A's trademark.
4. Party A is not responsible for intellectual property disputes other than the XX trademark within the scope of this contract. If Party B's technology, production equipment, product structure and appearance cause disputes or violate laws, Party B shall compensate Party A. ..
Second, the OEM contract increase terms
1. Brand products shall use Party A's registered trademark "* * * *" and other marks, characters and symbols permitted by law;
2. Without the consent of Party A, Party B shall not use the registered trademark, nor provide the registered trademark and other marks, words and symbols permitted by law to a third party, including any easily confused marks, trademarks, nameplates or related company names;
3. Party B shall not use the registered trademark of Party A outside the commodity scope of this contract;
4. The design concept, product design shape and structure provided by Party A are all owned by Party A, and Party B has the obligation of absolute confidentiality; Party B shall take effective measures to inform Party A to prevent the third party from contacting the relevant design; Party B shall not develop products with similar structure and appearance.
5. Party B shall compensate Party A for the loss caused by the product quality problem or the loss of the trademark logo when Party B uses the registered trademark.
Third, increase the terms of the purchase contract.
Intellectual property clauses:
1. The supplier shall ensure that the buyer will not be sued by a third party for infringing its intellectual property rights, trademark rights or industrial design rights when using the goods or any part thereof under this purchase contract.
2. The buyer is not responsible for whether the trademark and patent of the goods provided by the supplier infringe the rights of others. If the goods provided by the supplier cause disputes or violate the law, the supplier shall compensate the buyer.
3. The supplier shall ensure that the intellectual property rights such as trademarks and patents of the goods provided are owned by the supplier, and the supplier is obliged to provide the buyer with formal channels to prove that the goods are not owned by the supplier.
4. The use scope of the supplier's trademark and patent license is limited to the products within the scope of the contract. After the termination of the contract, the supplier shall authorize the supplier or a third party to engage in the intellectual property rights, technical assistance, technical documents, equipment or tools necessary for manufacturing.
Privacy policy
1. Both parties shall be responsible for the contents of this agreement obtained or received during the performance of this agreement.
The business, finance, technology, product information, user information or other confidential documents or information of the other party (hereinafter referred to as "confidential information") shall be kept confidential and shall not be disclosed to any third party outside this agreement without the prior written consent of the disclosing party. The data receiver may disclose the confidential information provided by the other party to its employees as long as the employees know that it is necessary only for the purpose of this agreement, but at the same time, the data receiver shall instruct its employees to abide by the confidentiality and non-disclosure obligations stipulated in this article. Both parties can only copy and use confidential information for the purpose of this agreement.
2. Unless the written permission of the other party is obtained, neither Party A nor Party B shall disclose the contents of this contract or the business information of the other party obtained during the execution of this contract to any third party.
3. This confidentiality obligation shall remain valid after the expiration, dissolution or termination of this Agreement.
Four. Additional clauses in the labor contract
Intellectual property statement
1. Party B's invention and creation in carrying out enterprise tasks or mainly using enterprise material and technical conditions is a service invention and creation. The right to apply for a patent for a service invention-creation belongs to the unit; After the application is approved, the enterprise shall be the patentee. Party B has the right to sign and the obligation of confidentiality.
2. According to Party A's rules and regulations, give certain material and spiritual rewards to the inventor or designer of service invention-creation.
Verb (abbreviation of verb) Additional clauses in the construction contract (picture provided by Party B)
1. The copyright of the construction drawing and construction scheme involved in this contract belongs to Party B. ..
2. The permitted use scope of this design scheme is limited to this construction contract.
3. Party A is not responsible for whether the construction plan and construction scheme involved in this contract infringe the rights of a third party. If the copyright dispute caused by this construction scheme and the construction scheme causes losses to Party A, Party B shall make compensation.
Additional terms of intransitive verb outsourcing contract (involving formula)
The formula provided by our company is:
1. The intellectual property rights such as the formula and technical data involved in the products belong to Party A, and Party A authorizes Party B to use them within the scope of the contract goods. Without Party A's permission, Party B shall not use the formula beyond the scope of the contract goods.
2. If either party violates this contract, which leads to the inability to continue to perform this contract, the breaching party shall compensate the observant party for all actual losses.
Seven, commissioned printing contract
Party B has the obligation to keep the printed matter confidential, and shall not print the printed matter entrusted by Party A, or sell, lease, lend or transfer the printed matter and printed film entrusted by Party A to others in any other way.
After the contract is completed, Party B shall deliver all printed products, semi-finished products, waste products, printing plates, paper patterns, negatives and manuscripts to Party A or destroy them, and shall not keep them without authorization.
Intellectual property rights such as trademarks and logos involved in this contract belong to Party A. Without Party A's permission, Party B shall not use all information such as Party A's name, trademarks and logos, otherwise it shall pay Party A a liquidated damages of 20% of the total contract price.
Eight. Additional clauses in the sales contract
Party B shall keep confidential the quantity and price of goods purchased and sold with Party A.. If Party A suffers economic losses due to Party B's disclosure, Party B shall compensate Party A for all the economic losses suffered as a result.
Part II: Product Purchase Contract (beneficial to the buyer)
Product purchase contract
Contract number:
Party A (purchaser): (hereinafter referred to as "Party A") Address:
Telephone:
Fax:
Contact person:
Postal code:
Party B (): (hereinafter referred to as "Party B")
Address:
Telephone:
Fax:
Contact person:
Postal code:
Both Party A and Party B are companies formally established, effectively existing and operating normally according to the laws of China, and have all the qualifications and abilities to sign and perform this contract.
On the basis of equality, voluntariness and fairness, Party A and Party B have reached the following understanding on Party A's purchase of Party B's products (hereinafter referred to as "Contract Products") after careful negotiation:
1 purchased contract products
1. 1 For detailed specifications, descriptions and standards of the contract products, please refer to Annex I for product details).
1.2 total contract amount: ￥ (in words: RMB only)
1.2. 1 The above price is the final price that Party A shall pay to Party B under this contract, including all transportation fees, installation fees, after-sales service fees and taxes, and Party A will not pay any other fees other than the contract amount.
2 Time of payment
2. 1 Payment:
Within working days after the goods arrive at the place designated by Party A and pass the acceptance by Party A, Party A shall pay all the contract price to Party B (￥).
2.2 Party A shall pay Party B according to the legal invoice of equal amount provided by Party B. ..
3 payment method
3. 1 All payments are settled in RMB, and the payment method can be cash, check or telegraphic transfer.
Party B's account information is as follows (unless otherwise notified by Party B, Party A will implement it as follows):
Company name:
Bank of deposit:
Account number:
3.2 The details of Party A's invoice are as follows (unless otherwise notified by Party A, Party B will implement it as follows):
Company name:
Address:
Telephone message:
Tax number:
Bank of deposit:
Account number:
4 Time and place of delivery
4. 1 Delivery place: or the delivery place designated by Party A before Party B delivers the goods.
4.2 Delivery contact person and telephone number:
4.3 Delivery time:
4.4 Installation and debugging: Party B shall provide installation and debugging of contract equipment free of charge.
4.5 If the contract products cannot be delivered as scheduled, Party B shall immediately notify Party A, and Party A has the right to take other remedial measures, and the increased expenses therefrom shall be borne by Party B.
The parties promise.
5 packaging and transportation
5. 1 All products and related accessories provided by Party B to Party A according to the annex of this contract shall be brand-new qualified products produced by the manufacturer of this product; And the products should be suitable for long-distance transportation and meet the requirements of the manufacturer's ex-factory packaging. If the product packaging provided by Party B does not meet the manufacturer's usual factory packaging requirements, or the product is scratched or damaged, Party A has the right to ask Party B to replace the product or return it.
5.2 Party B shall bear all expenses and risks before the products are delivered to Party A (the delivery mentioned in this clause means that Party B delivers the goods to the place designated by Party A, and it is deemed as delivery after the goods are accepted by Party A or Party A's end users and an acceptance certificate is issued).
6 Inspection and acceptance
6. 1 Party A or the consignee designated by Party A shall inspect the contract products submitted by Party B at the delivery place. If the contract products submitted by Party B are not in conformity with the provisions of this contract, Party A has the right to require Party B to replace or return them free of charge, and Party B shall repair or return them as required by Party A, and bear all expenses arising therefrom.
6.2 Acceptance criteria (goods acceptance): Unless otherwise agreed, Party A will follow the product details in Annex I, the manufacturer's ex-factory standards and Party B..
Party A's guarantee and acceptance.
6.3 The acceptance period of the contract products is 7 working days from the date when Party A signs for Party B's contract products, and Party A shall complete the acceptance within this period.
6.4 Party A's acceptance of the goods does not exempt Party B from the responsibility for the quality of the contract products. If Party A discovers any quality problems caused by defects in the design, installation, manufacture, materials and workmanship of the contract products when using or selling the contract products or products containing the contract products, Party B shall still bear the responsibilities.
6.5 If Party A does not find the quality problems, design, installation, manufacturing, materials, technology and other defects of the products purchased under this contract during the acceptance, Party A shall enjoy a reasonable application or testing period. If the above product problems are found during this period, Party B shall unconditionally exchange or return the goods for Party A.. In this case, Party B has no right to use Party A's receipt as a defense to deliver qualified products. 7 Service and Warranty
7. 1 Party B shall provide the following after-sales services to Party A: Party B shall provide annual free warranty service for the contract products. The free warranty period starts from the day after Party A's final acceptance.
7.2 If both parties have no agreement on the free warranty period of the contract products, Party B shall provide free warranty service according to relevant national regulations, industry practices or characteristics of the contract products.
7.3 When such services are provided by a third party or Party A itself, Party B shall provide the required information to the designated service provider to enable it to provide such services, and Party B shall provide corresponding certificates to ensure that the third party can perform such services. If the third party fails to perform the above maintenance obligations, Party B shall bear the losses suffered by Party A as a result.
7.4 Party B shall establish corresponding spare parts warehouse to ensure the normal operation of Party A's equipment during the warranty period. Party B guarantees that the original equipment manufacturer will provide spare parts supply guarantee to the end user for at least five years after acceptance. If the original equipment manufacturer decides to stop producing some spare parts, Party B shall notify the user six months in advance so that the user can purchase enough spare parts.
8 quality and assurance
8. 1 Party B guarantees that the contract products it provides meet the national standards, industry standards, product functions and performance specified in Party B's product manual and other quality standards agreed by both parties (see Annex 1 product details for details). The above-mentioned product manual contains contents that exclude Party B's legal or agreed obligations, or the quality standard in the manual is lower than the national or industry recommended standard, which is invalid; Unless Party A expressly agrees to accept it in writing, the limitation clauses of Party B's liability stipulated in the annexes, supplementary documents and product support documents of this contract are not applicable to Party A. ..
8.2 Party B guarantees that the products provided can enable Party A to achieve the purpose of the contract and meet Party A's requirements.
8.3 Party B makes the following statements and guarantees to Party A:
8.3. 1 The contract products provided by it are manufactured by the original manufacturer;
8.3.2 The contract products and their components are brand new and unused, and the software parts (if any) in the contract products are free from viruses and obvious errors, and can fully realize, provide and have the functions, features, contents and standards described in the relevant product descriptions.
8.3.3 There are no design or manufacturing defects in the contract products, and appropriate warning instructions shall be provided according to the product conditions.
8.4 For the software products included in this contract, Party B shall provide a permanent software use license issued by the software copyright owner.
9 Ownership and intellectual property rights
9. 1 Party B guarantees that it has legal ownership, intellectual property rights and other rights and interests of the contract products delivered to Party A under this contract, and will not infringe upon the legal ownership, intellectual property rights and other rights and interests of any third party; Otherwise, all responsibilities arising therefrom shall be borne by Party B, and Party A shall be guaranteed from any damage.
9.2 The ownership and risks of the license for the use of hardware products and software products in the contract products shall be transferred to Party A from the date when Party A passes the acceptance of the contract products and issues the acceptance certificate.
9.3 If Party B's products are infringed, Party B shall take the following remedial measures recognized by Party A at its own expense: (1) Give Party A the right to continue to use and sell the contract products conforming to this contract; (2) Modify the contract products so that they do not infringe the rights of others and conform to this contract; (3) Replacing infringing contract products with non-infringing contract products conforming to this contract.
10 confidential information
Both parties shall keep confidential the intellectual property rights, business secrets, technological achievements, business plans and strategies, customer information and other non-technical information they know during the performance of this contract. Without the written consent of both parties, the above information shall not be displayed or disclosed to the public or a third party in any way, and shall not be copied, disseminated or sold. At the same time, both parties shall bind their employees to perform confidentiality obligations.
The confidentiality obligations of both parties agreed in this article shall not become invalid due to the completion of this contract.
1 1 liability for breach of contract
1 1. 1 If Party B fails to fulfill its obligations on time within the specified time limit, and fails to deliver the contract products or services on time, it shall be liable for breach of contract for delayed delivery of 0. 1% of the contract amount for each day of delay. If the performance is delayed for more than 10 days, Party A has the right to terminate this contract unilaterally, and Party B shall bear 20% of the contract amount as liquidated damages, such as
1 1.2 If the quality of the products provided by Party B does not meet the standards agreed in this contract, Party B shall be responsible for timely replacement and/or repair according to Party A's requirements, and Party A reserves the right to return them. In this case, the time for Party B to deliver the products that are not in conformity with the contract and the time for replacement or repair shall be regarded as Party B's delay in delivery, and Party B shall bear the liquidated damages of 0. 1% of the contract amount for each day of delay.
1 1.3 If Party B violates Article 9 and Article 10 of this contract, Party A has the right to terminate this contract with a written notice and will not bear any liabilities for breach of contract. If losses are caused to Party A, Party B shall also be liable for damages.
1 1.4 If the products or services provided by Party B do not conform to the contract, Party A has the right to refuse to pay the payable amount.
1 1.5 Unless otherwise stipulated in this contract, the liquidated damages or compensation payable in this contract shall be paid within 10 days after the responsibilities are defined, otherwise it shall be treated as overdue payment. The observant party may directly deduct the above liquidated damages or compensation from the money payable to the other party. If the liquidated damages agreed in this contract cannot or are not enough to compensate the observant party for its losses, the observant party has the right to ask the defaulting party to further compensate the losses or take other relief measures within the scope permitted by law.
1 1.6 If Party A fails to make payment on time within the specified time limit, Party A shall pay a penalty of 0. 1‰ of the contract amount for each day of delay, limited to 5% of the contract amount.
12 force majeure
12. 1 Force Majeure refers to an objective situation that both parties cannot foresee when concluding the agreement, and its occurrence and consequences are insurmountable and unavoidable. If one party is unable to perform the contract or fully perform the contract due to force majeure, it may be exempted from liability in part or in whole according to the influence of force majeure. If the contract cannot be performed due to force majeure, the party unable to perform the contractual obligations shall immediately notify the other party of the fact that the contract cannot be performed in a reasonable way, and send the certificate issued by the relevant government department, notary office or chamber of commerce in the place where the force majeure event occurred to the other party by express mail within 15 days to confirm the existence of force majeure; If one party's delay in notifying causes the other party's loss or loss expansion, the party that delayed the notification shall be responsible for compensating the other party for the corresponding loss.
12.2 if the parties suffer from force majeure after the delay in performance, they cannot be exempted from liability.
13 dispute resolution
Both parties should follow the principle of good faith when performing the contract. In case of dispute, friendly negotiation should be conducted first. If no agreement can be reached, both parties shall bring a lawsuit to the court where Party A is located.
14 general conditions
14. 1 This contract is made in triplicate, with Party A holding two copies and Party B holding one copy, which shall come into effect as of the date of signature and seal by both parties and authorized representatives. 14.2 the failure of either party to exercise any of its rights under this contract shall not constitute or be regarded as a waiver or loss of these rights. 14.3 if any clause or provision of this contract is confirmed to be invalid or unenforceable, it will not affect the validity and enforceability of other clauses of this contract. 14.4 neither party shall assign or transfer this contract or any obligation under this contract unless it obtains the prior written permission of the other party.
14.5 this contract and its annexes (including supplementary agreements) constitute a complete contract for cooperation under this contract and replace any oral communication, statement or contract made by both parties before or during the execution of this contract. Any amendment to this contract can only be made through a written supplementary agreement signed and sealed by authorized representatives of both parties.
14.6 Matters not covered in this contract shall be negotiated by both parties, and a written document shall be signed separately. These documents shall have the same legal effect as this contract after they come into effect with the seals of all parties to the contract.
14.7 this contract contains the following annexes, which are an important part of this contract. The annexes confirmed by both parties are valid and have the same legal effect as this contract.
Annex I: Product Details
Party A: Party B:
(Seal) (Seal)
Signature of authorized representative: signature of authorized representative: date: year month date: year month day.