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영문 상호개발계약서

JOINT DEVELOPMENT AGREEMENT

THIS AGREEMENT, made and entered into this day of , 20 , by and between ABC, Ltd.,a corporation established and existing under the laws of , having its principal place of business at (hereinafter referred to as ABC), and XYZ, Ltd.,a corporation established and existing under the laws of ., having its principal place of business at (hereinafter referred to as XYZ).

WITNESSETH:

WHEREAS, ABC has developed and is continuing to develop novel materials comprising ABC as well as valuable and confidential related technology, including methods for processing such ABC as well as operational and manufacturing knowhow, and experience In operating the said processes; and is desirous of developing a market for its ABC in the XYZ field;and

WHEREAS, XYZ, as a part of its business, develops and markets XYZ products, has developed considerable expertise in the XYZ product field, including valuable and confidential information concerning XYZ products in which ABC material may be employed, as well as other information concerning marketing considerations, and is desirous of employing ABC material and associated technology in developing new and improved XYZ products;and

WHEREAS, both parties desire to work together, calling on their respective areas of expertise, in order to identify and develop marketable XYZ products employing ABC material under the terms and conditions hereinafter set forth.

NOW, THEREFORE, the parties hereto agree as follows:

ARTICLE 1 (Definitions)

When used in this Agreement, each of the terms set forth in this Article shall, respectively, have the following moaning:

(1) XYZ Product shall mean a device or construction for use in connection.

(2) Process shall mean the methods now owned, controlled or employed by ABC for manufacturing ABC material, including, but without limitation, those methods now described or claimed in the Patents.

(3) Material shall mean any ABC material that can be used in a XYZ product.

(4) Patent or Patents shall mean:

(A) Any patent now listed in Appendix ;

(B) Any patent application now listed in Appendix , and any division, continuation, or continuationinpart of any such application, and any patent which shall issue based on such application, division, continuation or continuationinpart;