技术引进协议书（通用26篇）

　　(1)commercial invoice of_________in four copies.

　　(2)certificate of acceptance of contract product quality signed by both parties in two copies.

　　(3)original and copy of sight draft one copy respectively.

　　4.3 payment and terms of payment of the epc amounting to_________shall be subject to the provisions thereof.

　　5. delivery of technical documentations & equipment

　　5.2 the delivery of the equipment and equipment technical documents shall be subject to the terms of delivery of the epc.

　　5.3 within 2 working days after each lot of technical documentations is shipped， party b shall notify party a by telephone the date of shipment， quantity， number of cases， weight， number of airbill of lading， contract number， flight number and expected date of arrival and send by air - mail - register to party a the following documents:

　　(1)air bill of lading one original and four copies.

　　(2)detailed list of technical documentations in three copies.

　　5.4 if the technical documentations are hand carried to shenzhen， the date when party a signs the receipt shall be taken as the date of delivery of the technical documentations.

　　5.5 in case of any loss， shortage of damage of the technical documentations during shipment， party b shall， within the possible shortest time which， however， doesn't exceed 20 days from notification by party a， make replacement to party a free of charge.

　　5.6 the packing of the technical documentations should be strong， suitable for long distance transportation and repeated loading and unloading. precautions against rain and moisture shall also be taken. each case shall be marked in english indicating the following contents:

　　(1)contract number：_________

　　(2)consignee：_________

　　(3)shipping mark：_________

　　(4)destination：_________

　　(5)consignor：_________

　　(6)weight：_________

　　(7)case number：_________

　　5.7 in each case， a detailed packing list in two copies shall be inserted.

　　6. modifications & improvement of technology

　　6.1 in the event there is any part in the technical documentations not suitable for party a's practical production conditions， such as standards of design， standards and requirements on materials， engineering and facilities， party b shall be responsible to assist party a to make modifications which shall then be confirmed by both parties.

　　6.2 during the term of contract， if either party makes any improvement and development with regard to the technology contents and scopes of the contract， such party shall provide the information of the improvement and development to the other party free of charge.

　　6.3 the ownership of the above improvement and development shall be retained to the providing party. the other party shall not be entitled to any application for patent， neither shall the other party transfer such improved and developed technology to any third party.

　　7. assessment & acceptance of products

　　7.1 to ensure that the know- how supplied by party b is correct， reliable and advanced， both parties shall jointly perform in party a's factory the assessment and acceptance of the contract products in accordance with the provisions of appendix 6 of the contract.

　　7.2 according to chapter 2， the technical requirements， standards and drawings shall be taken as evidence of the assessment and acceptance of contract products. the details are set - forth in appendix 1 of the contract.

　　7.3 if the contract products are qualified， both parties shall jointly sign a certificate of acceptance in four copies， two for each party.

　　7.4 if the products cannot meet the requirements of the contract， both parties shall hold friendly discussions to analyse the reasons and take measures to correct any defect and prepare for the second assessment and acceptance of the contract products.

　　7.5 if the failure of the first assessment and acceptance is due to party b's responsibility， party b shall send experts to participate in the second or the third assessment and acceptance， and expenses thus occur shall be borne by party b; if the failure is due to party a's responsibility， the expenses shall be borne by party a.

　　7.6 if after the second assessment and acceptance the products still cannot meet the requirements， if the responsibility lies in party b， party b shall compensate party a for the direct economic losses thus occur， take measures to correct the defects and participate in the third assessment and acceptance; if the responsibility lies in party a， all the losses shall be borne by party a itself.

　　7.7 if the products are still not qualified after the third assessment and acceptance and the responsibility lies in party b， party b shall be responsible for all the losses thus caused and party a shall have the right to terminate the contract and raise a claim against party b according to chapter 8; if the responsibility has in party a， both parties shall mutually discuss the further implementations of the contract.

　　8. guarantee & claim

　　8.1 party b guarantees that technical documentations are those used by party b and such documentations are proved reliable and of latest technology. party b also guarantees that during the term of contract， party b shall notify party a on time of any development and improvement of the technology it achieves.

　　8.2 party b guarantees that the delivered technical documentations are complete， correct， uniform， clear and the delivery is on time. detailed requirements are as follows;

　　complete: the technical documentations delivered by party b shall include all those specified in appendix 2 of the contract without omission.

　　correct: there is no error in the technical documentations delivered by party b. when party a strictly follows such documentations， the products manufactured are qualified.

　　uniform: all the signs， standards and specifications used in the technical documentions are uniform and there is no contradiction.

　　clear: all the drawings， lines， language notes， signs， etc. used in the technical documentations are clear and easy to read.

　　on time: the date of delivery of the technical documentations shall not be later than the delivery schedule as set forth in appendix 2 of the contract.

　　8.3 if there is any part of the technical documentations not in conformity with the requirements of 8.2， party b shall， within 30 days from receipt of notice from party a， make supplements or replacements free of charge.

　　8.4 the delivered equipment shall be installed and tested by party b and shall fully comply with the technical requirements and processing quality of the contract.

　　8.5 if the equipment supplied by party b cannot meet the requirements of 8. 4， party b shall replace and retest such equipment until it meets the requirements.

　　8.6 if any portion of the technical documentations is delivered late as specified in appendix 2 of the contract， party b shall， from the 2nd day， pay to party a a penalty as follows:

　　for late delivery of 1 to 4 weeks， the rate of penalty shall be o. 1% of the total contract price per each delayed week;

　　for late delivery of 5 to 8 weeks， the rate of penalty shall be o. 15% of the total contract price per each delayed week;

　　for late delivery of more than 8 weeks， the rate of penalty shall be 0.2 % of the total contract price per each delayed week.

　　however， the total amount of the above penalty shall not exceed 5 % of the total contract price.

　　8.7 the payment of any penalty by party b according to 8. 6 shall not release the obligation of party b to continue the delivery of the technical documentations.

　　8.8 in case the late delivery of the technical documentations exceeds 4 months， party a shall have the right to terminate the contract. in this case， party b shall refund to party a the amount which party a has paid to party b plus the related interest at the rate of 10% per year immediately， but in no case shall such refunding by party b exceeds 30 days from receipt from party a of the notice to terminate the contract.

　　8.9 in case the acceptance of the contract products according to chapter 7 cannot be successful after three attempts due to party b' s responsibility， and within the mutually agree - upon extended period， party b still cannot correct the defects， party a shall have the right to terminate the contract.in this case， party b shall refund to party a the amount which party a has paid to party b plus the related interest at the annual rate of 10% within the time specified in 8.8 and be responsible for the losses thus caused to party a.

　　9. intringement

　　9.1 party b guarantees that it can legally transfer the know - how of the contract products to party a without any interference or charge from any third party. in case of any interference or charge from a third party， they shall be handled by party b and the third party. the responsibility and loss， either legally or economically， shall be borne by party b.

　　9.2 after termination of the contract term， party a shall still have the right to use the know- how and technical documentations to manufacture contract products.

　　10. tax

　　10.1 any tax relating to the implementation of the contract imposed by party a's country shall be paid by party b.11. arbitration

　　11.1 any dispute arising from the implementation of the contract shall be settled through friendly consultations. if no settlement can be reached， both parties shall agree to submit the dispute for arbitration.