A technology contract is a contract between the parties about technology or other things.
A technology contract is an agreement signed by the parties on technology development, transfer, licensing and consultation. At the same time, technology contracts are divided into different types, such as technology development contracts, technology transfer contracts, technology licensing contracts and technical service contracts.
According to the provisions of technical contract in Chapter 20 of the 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.
At the same time, technology contracts are divided into technology development contracts, technology transfer contracts, technology licensing contracts and technical service contracts. The following are the criteria for judging different types of technology contracts:
Article 851 A technology development contract is a contract concluded between the parties for the research and development of new technologies, new products, new processes, new varieties or new materials and their systems.
Technology development contracts include entrusted development contracts and cooperative development contracts.
A technology development contract shall be in written form.
A contract for the transformation of scientific and technological achievements with practical value concluded between the parties shall refer to the relevant provisions of the applicable technology development contract.
Article 862 A technology transfer contract is a contract in which the obligee owns the technology according to law and transfers the relevant rights of the existing specific patent, patent application and technical secret to others.
A technology licensing contract refers to a contract in which the obligee legally owns the technology and licenses the related rights of the existing specific patents and technical secrets to others for implementation and use.
The clauses in the technology transfer contract and technology licensing contract that provide special equipment and raw materials for the implementation of technology or provide relevant technical consultation and technical services are an integral part of the contract.
Article 878 A technical consultation contract is a contract in which one party with technical knowledge provides the other party with feasibility demonstration, technical prediction, special technical investigation, analysis and evaluation report, etc. A specific technical project.
Technical service contract is a contract concluded by one party to solve specific technical problems for the other party with technical knowledge, excluding contract and construction project contract.
Two, according to the technical contract to determine how to avoid tax is legal.
Qualified technology contracts can enjoy preferential policies such as exemption from value-added tax, exemption from and reduction of enterprise income tax after being recognized and registered.
Specific policy provisions:
(1) Technology transfer, technology development and related technical consultation and technical service contracts are exempt from VAT.
Notice of the Ministry of Finance and State Taxation Administration of The People's Republic of China on comprehensively promoting the pilot reform of business tax to value-added tax Article 1 (26)
(two) in a tax year, the income from technology transfer of resident enterprises does not exceed 5 million yuan, which is exempt from enterprise income tax; For the part exceeding 5 million yuan, the enterprise income tax will be levied by half.
Article 90 of the Regulations for the Implementation of the Enterprise Income Tax Law of People's Republic of China (PRC).
Item (4) of Article 27 of the Enterprise Income Tax Law of People's Republic of China (PRC)
Three, what is the judicial interpretation of the Supreme Court technology contract?
In the judicial interpretation of technical contracts, the basic definition and identification of technical contracts are generally stipulated. The Supreme Court has made corresponding explanations on the general terms and relevant classifications of technology contracts, which will involve some disputed parts between the two parties. Generally speaking, it will be implemented according to this judicial interpretation. However, this interpretation was abolished after the entry into force of the Civil Code.
Chapter 20 Technology Contract
Section 1 General Provisions
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.
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.
Article 847 Where the right to use or transfer the technical achievements of a post belongs to a legal person or an organization without legal personality, the legal person or organization without legal personality may conclude a technical contract on the technical achievements of the post. When a legal person or an unincorporated organization enters into a technology contract to transfer the technical achievements of the post, the person who completed the technical achievements of the post has the priority to be transferred under the same conditions. For your better rights protection.
Legal objectivity:
Article 322 of People's Republic of China (PRC) Contract Law defines a technology contract as a contract concluded by the parties for technology development, transfer, consultation or service, which establishes mutual rights and obligations. Article 324 of the People's Republic of China (PRC) Contract Law specifies the contents of a technology contract, which generally includes the following terms: (1) Name of the project; (2) The content, scope and requirements of the subject matter; (3) the plan, progress, time limit, place, region and method of performance; (4) Confidentiality of technical information and data; (5) assume risk responsibilities, etc.