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Commissioned development agreement
Client: XX system ( Shanghai) Video Technology Company Limited ( hereinafter referred to Party A )
Units: Shanghai XX Electronics Company Limited ( hereinafter referred to Party B )
According to" people"s Republic of China Contract Law" concerned regulation, the two parties through consultation, sign the agreement.
One, project name: ATSC+MOD TUNER ( FC3207 ) research and development
Two, the results of the research and development should meet the technical indicators: to provide a sample and both parties identified technical specifications as the basis.
In three, major obligations of Party A.
1 Party A shall pay to Party B agreed project total cost 45000 dollars. ( including: Die fee, R & D and sample production costs )
2 after the signing of this agreement within 1 week, Party A to pay Party B R & D costs amounted to 45000 us dollars.
3 2 days after the signing of this agreement, Party A to provide samples and technical background information and the original data and defining technical specifications and acceptance according to Party B.
In four, major obligations of Party
1 the buyer received the R & D and sides defining technical specifications information, carefully prepare and implement the development plan, the development time is as follows:
( 1) die completed: 30 working days
( 2) 5 samples completed: 40 working days
( 3) 50 samples completed: 50 working days
( 4) 200 small quantities: 60 working days
In five, the party "s liability for breach of contract
1 party a delay the payment of funds for research and development, research and development work, the delay caused by stagnation, Party B shall not assume responsibility.
Six, B"s liability for breach of contract
1 Party B fails to carry out research and development work, Party A has the right to request the implementation of the development plan and remedial measures. B overdue two months does not implement the development plan, Party A has the right to terminate the agreement.
The results of the research and development of all or part of 2 does not meet the terms of agreement, Party B shall return part or total research and development expenditure.
Seven, the results of the research and development of ownership and sharing:
In 1, the performance of this Agreement are completed the results of the research and development of the patent rights to the all Party B.
In 2, patented a method usually should allow the other party is free to exploit the patent and the patent right of first refusal.
3, if the parties have not on the results of the research and development of patent application of intention, both sides can be the non patent technology the right to use and the right to transfer agreed; if the agreement is not agreed, as both parties are entitled to use and transfer.
4, both sides on the basis of mutual benefit and compensation principle, use the working property norms of common exclusive licensing method, can be satisfactorily reflect the" privileges and the relationship between investment", namely : the direction of research and development for payment of all research and development expenses and the remuneration, the technology has the priority right to implement; research and development in the agreed time limit or range, they can retain the rights to use, but not to transfer to the third party the results.
In 5, commissioned by side if interested to get the technical achievement of complete right to apply for a patent or the patent right, can also be based on consensus, equality principle and research method and conclusion for the right to apply for a patent or patent transfer agreement.
Eight, technology risk
In the performance of this agreement, because any insurmountable technical difficulties, leading to failure or partial failure in the research and development, the resulting R & D loss from B burden. After risk shall be paid by Party B, issued by the relevant professional and technical authority certificate.
Nine, acceptance criteria and methods: according to the party providing the samples and both parties identified technical specifications.
Ten, agreement on controversial and the solution is as follows: first, the two sides through consultation, if the consultation fails, developed by square where the court process.
This agreement from both parties as of the date of signature and stamp.
Party the legal representative
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