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Agreement

Technology Transfer Agreement

A technology transfer agreement governs the transfer of technology, know-how and technical assistance from a transferor to a transferee.

TECHNOLOGY TRANSFER AGREEMENT

This Agreement is made on [Date] between [Transferor] and [Transferee]

  1. Parties. This Technology Transfer Agreement is executed between [Transferor], [Address] (the "Transferor") and [Transferee], [Address] (the "Transferee").
  2. Recitals. The Transferor has developed the Technology described herein and has agreed to transfer/license it to the Transferee.
  3. Technology & Consideration. The Transferor shall transfer the [Technology / Process / Know-how] to the Transferee for a consideration of Rs. [Amount] plus royalties, effective [Effective Date].
  4. Scope of Transfer. The transfer includes documentation, designs, specifications, technical data and the right to manufacture/use within [Territory].
  5. Technical Assistance & Obligations. The Transferor shall provide training, technical assistance and support for [__] months to enable effective use of the Technology.
  6. Improvements. Improvements developed by either party shall be [shared / owned as agreed], with the other party granted a licence to use them.
  7. Representations & Warranties. The Transferor warrants that it owns or is entitled to transfer the Technology and that it does not infringe third-party rights.
  8. Confidentiality. The Transferee shall keep the Technology and know-how confidential and use it solely for the permitted purpose.
  9. Royalty. The Transferee shall pay a running royalty of [__]% of net sales, subject to applicable withholding tax and FEMA regulations.
  10. Indemnity. The Transferor shall indemnify the Transferee against third-party IP infringement claims relating to the Technology.
  11. Term & Termination. This Agreement continues for [__] years, terminable on material breach; on termination the Transferee shall cease using the Technology unless the transfer is outright.
  12. Governing Law & Jurisdiction. This Agreement is governed by the laws of India and subject to the jurisdiction of courts at [City].
  13. Dispute Resolution. Disputes shall be referred to arbitration under the Arbitration and Conciliation Act, 1996, seated at [City].

IN WITNESS WHEREOF the parties have executed this Agreement on the date first written above.

___
[Transferor]
___
[Transferee]
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Witness 1: [Name & Address]
___
Witness 2: [Name & Address]

Before you use it — fill in / check

  • Transferor
  • Transferee
  • Transfer consideration
  • Effective date

How to use this template

  1. Read through and replace every [bracketed] or blank placeholder with your actual details.
  2. Delete any clause that doesn't apply and add anything specific to your situation.
  3. Click Print / Save as PDF to download, or Copy text to paste into your letterhead.
  4. Get it signed / stamped / notarised as required, and keep a copy for your records.

This is a general, editable template for convenience only — not legal advice. For anything material, have a professional review it. TaxClue isn't liable for how it's used.