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Contract on transfer of know-how

Know-how literally stands for "production secrets", it means technical or organizational solutions that relate to intellectual property, but are not subject to the state registration.

As a rule, a company possessing know-how applies the condition of commercial secret in respect of a corresponding object, thus ensuring legal protection thereof.

Owners of know-how also should know that if another person registers a patent for invention, wherein the claims and the description are similar to know-how, legal protection priority will be given to the patent owner having the state registration of his/her intellectual property object. This may be challenged only in a court by proving that the claims to the respective innovation have been stolen from the owner of the know-how, rather than created by a third party independently.

Contract of know-how transfer

Know-how may be transferred under a contract of alienation, or its use may be authorized under a license contract.

The specific features of a contract of know-how transfer are:

  • the state registration is not required;
  • if the exclusive right to know-how is alienated, the person, who has disposed of his/her right, is obliged to keep the production secret confidential up to termination of the exclusive right thereto;
  • a person obtaining the corresponding rights under a license contract is obliged to keep the production secret confidential up to termination of the exclusive right thereto;
  • a contract should carefully and thoroughly describe specific features of the respective production secret, indicate what information should be regarded as confidential, establish the term of the contract, sanctions for divulgation of the production secret, etc.