license and technical assistance agreement the agreement made and entered into this ( )th day of( ), 19 ( ), by and between , a corporation organized and existing under the laws of the republic of korea and having its registered office of business at , yoido dong, youngdungpo gu, seoul xxxx.xx.xx, the republic of korea(hereinafter referred to as licensor), and ( ), a corporation organized and existing under the laws of the ( ), and having its registered office of business at ( )(hereinafter referred to as licensee) witnesseth : whereas , licensor has long been engaged in the manufacture, production and sale of the licensed products(as defined hereinafter), and licensor has the right to grant a license to use technical information and industrial property rights, as defined hereafter : and whereas, licensee desires to obtain, from licensor and licensor is willing to grant to licensee, the license and the right to manu facture, produce, use and sell the licensed products utilizing technical information,etc. now, therefore, in consideration of the foregoing premises and covenants hereinafter set forth, the parties hereto agree as follow s : article 1.definitions 1.1 licensed products means the products which licensor authorize licensee to manufacture, assemble and/or sell in accordance with this agreement being identical with or modifications of licensors model numbers, as set forth in appendix 1 hereto. 1.2 additional model means a model(5) listed in appendix 2 attached hereto, to be selected on a mutually agreed upon basis under p aragraph 2 of article 3. 1.3 technical information means any and all technical knowledge, know how, standard calculations, data and information developed o r otherwise generally used by licensor, as stipulated in appendix 3 attached hereto, pertaining to the manufacture, production, use and sale of the licensed products as of the effective date(as defined hereafter). 1.4 contract territory means the territory subject to(1.5 industrial property rights means any and all rights under patents,utilit models, designs and/or their applications presently owned or hereafter acquired by licensor and/or which licensor has or may have the right to control or grant license thereof as of the effective date and which is applicable to or may be used in manufacture and/or sale of the licensed products. 1.6 effective date means the date as specified in article 11 hereof. 1.7 royalty means the running royalty per unit of the licensed products manufactured and sold, used or otherwise disposed of by li censee. article 2.grant of license 2.1 subject to the terms and conditions set forth in this agreement, licensor hereby grants to licensee a nonexclusive, nontransfe rable license, without the right to sublicense, and the right to manufacture, produce, use, sell, or otherwise dispose of the licensed products utilizing the technical information and/or industrial property rights furnished by licensor in the contract territory. article 3.technical assistance and service 3.1 in accordance with delivery schedule of the technical information agreed upon later by the parties hereto, licensor shall supp ly licensee with the technical information within sixty(60) days after licensors receipt of the technical disclosure fee under article 4, in order that licensee may manufacture the licensed products without delay, to the extent licensor may grant and deem to be appropriate to licensee. 3.2 during the period from the effective date through a date being twelve(12) months before the expiration date of this agreement, licensee may, upon licensees request and when licensor judges it appropriate, select additional model from appendix 2, by giving licensor the written notice specifying such model number.additional model selected by licensee under this paragraph 2 shall be deemed to have been included the licensed products when such notice has been received by licensor. (이하 생략)
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