Law on technology transfer, Law No. 07/2017/QH14

LAW

On Technology Transfer^[1]

Pursuant to the Constitution of the Socialist Republic of Vietnam;

The National Assembly promulgates the Law on Technology Transfer.

Chapter I

GENERAL PROVISIONS

Article 1. Scope of regulation

This Law prescribes the transfer of technologies within Vietnam, from abroad into Vietnam and from Vietnam abroad; rights and obligations of organizations and individuals engaged in technology transfer; appraisal of technologies of investment projects; technology transfer contracts; measures to encourage technology transfer and develop the science and technology market; and state management of technology transfer.

Article 2. Interpretation of terms

In this Law, the terms below are construed as follows:

1. Knowhow means information accumulated or discovered in the course of research, production or business, which is decisive to the quality and competitiveness of a technology or technological product. Knowhows include technical and technological ones. 

2. Technology means a solution, process or knowhow which is accompanied or not accompanied by tools or equipment to turn resources into products.

3. Advanced technology means a technology of a technological level higher than that of existing technologies of the same type in Vietnam, which has been applied in reality, helping increase productivity and produce products of superior quality, and is environment-friendly. 

4. New technology means a technology which is created or applied for the first time in Vietnam or abroad, of a technological level higher than that of existing technologies of the same type in Vietnam, is environment-friendly, applicable in reality and capable of increasing productivity and product quality.

5. Clean technology means a technology which releases pollutants at a low level in accordance with the law on standards and technical regulations and uses less non-renewable resources than existing technologies.

6. High technology means a technology which has a high content of scientific research and technological development; is integrated with state-of-the-art scientific and technological achievements; creates environment-friendly products of superior quality and features, and high added value; and plays an important role in forming a new production industry or service or modernizing an existing production industry or service.

7. Technology transfer means the transfer of the right to own or the right to use a technology from the party having the right to transfer the technology to another party.

8. Transfer of technology within Vietnam means the transfer of technology carried out on the Vietnamese territory.

9. Transfer of technology from abroad into Vietnam means the transfer of technology across the border into the Vietnamese territory.

10. Transfer of technology from Vietnam abroad means the transfer of technology from the Vietnamese territory abroad across the border.

11. Commercialization of scientific research and technological development results means the exploitation, perfection, application, transfer of or another activity related to scientific research and technological development results for profit-making purposes.

12. Technology incubation means the process aiming to create, perfect and commercialize a technology from a technological idea or scientific research and technological development results or from an imperfect technology through supporting necessary technical infrastructure, resources and services.

13. Science and technology enterprise incubation means the process of forming and developing a science and technology enterprise through supporting necessary technical infrastructure, resources and services.

14. Technology incubator or science and technology enterprise incubator means an establishment that provides legally required conditions of technical infrastructure, resources and services necessary for the incubation of technologies or science and technology enterprises.

15. Technology innovation means the replacement of part or the whole of a technology currently in use with that of another technology aiming to increase the productivity, quality and competitiveness of products.

16. Technology decoding means the process of finding out technological principles through researching and analyzing the structure, design, function and operation of a device, an object or a system that needs to be decoded in order to maintain, exploit, improve or create such device, object or system or create a new one that has equivalent features or satisfies national standards or technical regulations.

17. Technology assessment means the determination of the level, economic benefits and environmental and socio-economic impacts of a technology.

18. Technology price appraisal means the determination by an agency or organization having the technology price appraisal function of the monetary value of a technology suitable to the market price at a certain place and time for a certain purpose according to price appraisal standards.

19. Technology inspection means the determination of the achieved targets of a technology in the process of application against the targets agreed upon by involved parties.

20. Technology transfer brokerage means activities to assist in seeking partners for carrying out technology transfer.

21. Technology transfer consultancy means activities to assist in selecting and applying technologies; exploiting technological information and patent information, and scientific research and technological development results; negotiating, entering into and performing technology transfers.

22. Technology transfer promotion means activities to promote opportunities for technology transfer; provide technology advertisement, display and introduction services; and organize technology marketplaces, fairs, exhibitions, supply-demand connection points or exchange centers.

Article 3. State policies toward technology transfer activities

1. To guarantee the lawful rights and interests of, and create favorable conditions for, organizations and individuals to carry out technology transfer activities; to develop the science and technology market and the national innovation system following the enterprise-centered approach; to raise the national technological level and potential to ensure national security and security as well as rapid and sustainable socio-economic development.

2. To diversify forms and modes of technology transfer; to encourage the transfer of technologies from various sources.

3. To prioritize the transfer from abroad into Vietnam and within Vietnam of high technologies, advanced technologies, new technologies, clean technologies and technologies serving the development of national, key and major products, and defense and security-serving technologies; to arrange investment resources for technology transfer in agriculture and rural areas; to attach importance to the transfer of technologies to socio-economic difficulty-stricken or exceptional socio-economic difficulty-stricken areas.

4. To support technological ideas, innovative startups, technology incubation, science and technology enterprise incubation; technology application and innovation and connection between scientific research and technological development organizations and training institutions and manufacturing establishments; to attach importance to commercializing domestic scientific research and technological development results; to develop intermediary organizations of the science and technology market.

5. To promote the transfer of advanced technologies and high technologies from abroad into Vietnam; to encourage the transfer of technologies from Vietnam abroad; to promote technology transfer within Vietnam; to attach importance to the spillover effects of advanced technologies and high technologies from foreign-invested enterprises to domestic ones; to promote the innovation movement among organizations and individuals.

6. To prevent and remove obsolete technologies, technologies that adversely affect socio-economic development, national defense, security, environment and human health.

Article 4. Transferable technologies

1. Transferable technologies may be one or more than one of the following objects:

a/ Technical and technological knowhows;

b/ Technological plans or processes; technical solutions, specifications, drawings and diagrams; formulas, computer software and data;

c/ Solutions to rationalize production or innovate technologies;

d/ Machinery and equipment accompanying one of the objects defined at Points a, b and c of this Clause.

2. In case a technological object referred to in Clause 1 of this Article has its intellectual property rights protected, the transfer of intellectual property rights must comply with the law on intellectual property.

Article 5. Forms of technology transfer

1. Independent technology transfer.

2. Technology transfer component in the following cases:

a/ Investment project;

b/ Contribution of technology as capital;

c/ Franchising;

d/ Transfer of intellectual property rights;

dd/ Purchase and sale of machinery and equipment prescribed at Point d, Clause 1, Article 4 of this Law.

3. Other forms of technology transfer as prescribed by law.

4. The technology transfers referred to in Clause 1, and at Point b, Clause 2, of this Article shall be established in contracts; the technology transfers referred to at Points a, c, d and dd, Clause 2, and in Clause 3, of this Article shall be established in contracts or contractual terms or annexes or dossiers of investment projects with contents prescribed in Article 23 of this Law.

Article 6. Modes of technology transfer

1. Transferring technology-related documents.

2. Providing training for the transferee of a technology to master the technology within an agreed period.

3. Sending specialists to provide technical consultancy to the transferee of a technology on how to apply or operate the technology to achieve the quality and schedule targets as agreed upon. 

4. Transferring machinery and equipment accompanying technologies referred to at Point d, Clause 1, Article 4 of this Law along with the modes prescribed in this Article.

5. Other modes of transfer as agreed upon by the parties.

Article 7. The right to transfer technologies

1. The owner of a technology may transfer the right to own or to use the technology.

2. An organization or individual that has the right to use a technology may transfer such right to another organization or individual when it is so consented by the owner of the technology.

3. The scope of transfer of the right to use a technology as agreed upon by the parties covers:

a/ Exclusive or non-exclusive use of the technology;

b/ The transferee’s right to further transfer the right to use the technology to a third party.

Article 8. Contribution of technologies as capital to investment projects

Organizations and individuals having the right to transfer a technology prescribed in Article 7 of this Law are entitled to contribute such technology as capital to an investment project; and such technology’s price shall be appraised in accordance with law if it is contributed as capital to a state-funded investment project.

Article 9. Technologies encouraged for transfer

1. High technologies; machinery and equipment accompanying high technologies which are encouraged for transfer in accordance with the law on high technologies.

2. Advanced technologies, new technologies, or clean technologies suitable to Vietnam’s socio-economic conditions shall be encouraged for transfer from abroad into Vietnam or within Vietnam if they meet one of the following requirements:

a/ Creating products of higher quality and competitiveness than those created from existing technologies of the same type;

b/ Creating national, key and major products from domestic scientific research and technological development results;

c/ Creating a new service or industry, or farming or cultivating a new variety or breed already tested;

d/ Conserving natural resources, energy or materials compared to existing technologies of the same type in Vietnam;

dd/ Producing or using new energy or renewable energy; storing high-efficiency energy;

e/ Creating machinery and equipment to raise the quality of education and training; medical machinery and equipment and pharmaceuticals to serve human health care and raise the physical quality of Vietnamese;

g/ Having the detecting, processing and forecasting functions to prevent and control natural disasters and epidemics; serve rescue and salvage work; protect the environment, respond to climate change and reduce greenhouse gas emissions;

h/ Organizing synchronous production chains with high socio-economic benefits;

i/ Creating products which can concurrently be used for national defense, security and civil purposes;

k/ Developing and modernizing traditional crafts.

3. Technologies; machinery and equipment accompanying technologies prescribed at Point d, Clause 1, Article 4 of this Law currently existing in Vietnam, except technologies prescribed in Clauses 1 and 2 of this Article, and Clause 2, Article 10, of this Law; and technologies using locally made products, semi-finished products and supplies as materials . 

4. The Government shall promulgate a list of technologies encouraged for transfer.

Article 10. Technologies restricted from transfer

1. The following technologies shall be restricted from transfer from abroad into Vietnam and within Vietnam:

a/ Technologies; and machinery and equipment accompanying technologies which are no longer popularly used in industrially developed countries;

b/ Using toxic chemicals or discharging hazardous wastes satisfying national standards or technical regulations;

c/ Creating products by genetic modification;

d/ Using radioactive substances or creating radioactive substances satisfying national standards or technical regulations; 

dd/ Using natural resources and minerals restricted from domestic mining;

e/ Technologies propagating, farming or cultivating new varieties or breeds not yet tested; 

g/ Creating products that badly affect customs, habits, traditions and social morality.

2. The following technologies shall be restricted from transfer from Vietnam abroad:

a/ Creating traditional products made according to traditional knowhows or using and creating types, varieties and breeds in agriculture, rare and precious minerals and materials unique to Vietnam; 

b/ Creating products for export to markets which are competitive to Vietnam’s national major exports.

3. The Government shall promulgate a list of technologies restricted from transfer.

Article 11. Technologies banned from transfer

1. The following technologies shall be banned from transfer from abroad into Vietnam and within Vietnam:

a/ Failing to comply with the laws on occupational safety and health, assurance of human health, protection of natural resources, the environment and biodiversity;

b/ Creating products that exert adverse impacts on socio-economic development or badly affect national defense, security, or social order and safety;

c/ Technologies; and machinery and equipment accompanying technologies which are no longer popularly used and transferred in developing countries and do not satisfy national standards and technical regulations;

d/ Using toxic chemicals or discharging hazardous wastes that do not satisfy national standards or technical regulations on environment;

dd/ Using radioactive substances or creating radioactive substances that do not satisfy national standards or technical regulations. 

2. Technologies listed as state secrets shall be banned from transfer from Vietnam abroad, unless it is permitted by another law.

3. The Government shall promulgate a list of technologies banned from transfer.

Article 12. Prohibited acts in technology transfer

1. Abusing technology transfer to adversely affect national defense, security, national interests, human health, the environment, morality, or national fine customs and habits; infringing upon lawful rights and interests of organizations and individuals; destroying natural resources and biodiversity.

2. Transferring technologies banned from transfer; illegally transferring technologies restricted from transfer.

3. Violating regulations on the right to transfer technologies.

4. Committing deceits or forgeries in making and performing technology transfer contracts, technology transfer service contracts or technological contents in investment project contracts and dossiers.

5. Obstructing the provision of or refusing to provide information on technology transfer at the request of competent state agencies.

6. Disclosing technological secrets in contravention of law, or obstructing technology transfer.

7. Using technologies different from those already approved or licensed by competent state agencies.

Chapter II

APPRAISAL OF TECHNOLOGIES OF INVESTMENT PROJECTS

Article 13. Appraisal of or giving opinions on technologies of investment projects

1. In the stage of investment policy decision, the appraisal of technologies of investment projects using public investment funds must comply with the law on public investment.

2. In the stage of investment policy decision prescribed in the Investment Law, the following investment projects shall be appraised or given opinions on technology by competent state management agencies:  

a/ Investment projects using technologies restricted from transfer;

b/ Technology-using investment projects at risk of adversely affecting the environment in accordance with the law on environmental protection.

3. In the stage of investment decision, the appraisal of, or giving of opinions on, technology shall be carried out as follows:

a/ For construction investment projects using technologies restricted from transfer or technology-using construction investment projects at risk of adversely affecting the environment in accordance with the law on environmental protection, their technologies shall be appraised or given opinions on in accordance with this Law;

b/ For construction investment projects other than those prescribed at Point a of this Law, their technologies shall be appraised in accordance with the construction law;

c/ For investment projects using public investment funds without construction components, their technologies shall be appraised in accordance with the law on public investment.

4. In the process of implementing an approved investment project, if there is any adjustment to or change in the technological content already appraised or given opinions on, the project owner shall report it to the agency having carried out the appraisal or given opinions for the latter to appraise or give opinions on such adjustment or change.

Article 14. Competence to appraise or give opinions on technology in the stage of investment policy decision

1. The competence to appraise technologies of investment projects using public investment funds must comply with the law on public investment.

2. The competence to appraise or give opinions on technologies of projects prescribed at Point a, Clause 2, Article 13 of this Law, and of investment projects at risk of adversely affecting the environment which use technologies restricted from transfer is prescribed below:

a/ The State Appraisal Council shall appraise technologies of investment projects on which investment policy is decided by the National Assembly;

b/ The Ministry of Science and Technology shall assume the prime responsibility for, and coordinate with related agencies and organizations in, giving opinions on technologies of investment projects on which investment policy is decided by the Prime Minister;

c/ Specialized science and technology agencies of provincial-level People’s Committees shall assume the prime responsibility for, and coordinate with related agencies and organizations in, giving opinions on technologies of projects subject to policy decision other than those prescribed at Points a and b of this Clause.

3. The competence to appraise or give opinions on technologies of investment projects prescribed at Point b, Clause 2, Article 13 of this Law is prescribed below:

a/ The State Appraisal Council shall appraise technologies of investment projects on which investment policy is decided by the National Assembly;

b/ A line ministry shall assume the prime responsibility for, and coordinate with the Ministry of Science and Technology and related agencies and organizations in, giving opinions on technologies of investment projects on which investment policy is decided by the Prime Minister;

c/ The specialized science and technology agency of a provincial-level People’s Committee shall assume the prime responsibility for, and coordinate with related agencies and organizations in, giving opinions on technologies of projects subject to policy decision other than those prescribed at Points a and b of this Clause.

Article 15. Competence to appraise or give opinions on technologies in the stage of investment decision

1. The competence to appraise or give opinions on technologies of projects prescribed at Point a, Clause 3, Article 13 of this Law is prescribed below:

a/ The State Appraisal Council shall appraise technologies of national important projects;

b/ The specialized construction agency defined in the construction law shall assume the prime responsibility for, and coordinate with the same-level agency performing the state management of the concerned sector or field in, appraising technologies of projects of group A, B or C using state budget funds;

c/ The agency performing the state management of the concerned sector or field shall appraise or give opinions on technologies of projects of group A, B or C using non-budget state funds or other funds.

2. The competence to appraise technologies of investment projects prescribed at Point b, Clause 3, Article 13 of this Law must comply with the construction law.

3. The competence to appraise technologies of investment projects prescribed at Point c, Clause 3, Article 13 of this Law must comply with the law on public investment.

Article 16. Contents of explanation about the use of technology in dossiers of investment projects

1. In the stage of investment policy decision, the contents of explanation about the use of technology in a dossier of an investment project include:

a/ Analysis and selection of technology;

b/ Name, origin and process diagram of the technology; projected list of main machinery and equipment in the selected technology line and their state and technical specifications;

c/ Documents proving that the technology has been tested (if any);

d/ Tentative plan on training and technical assistance for the operation of the technology line (if any);

dd/ Conditions for use of the technology;

e/ Preliminary assessment of the technology’s environmental impacts (if any);

g/ Draft technology transfer contract in case of contribution of technology as capital.

2. In the stage of investment decision, the contents of explanation about the use of technology in a dossier of an investment project include:

a/ Name, origin and process diagram of the technology; list of machinery and equipment in the technology line and their state and technical specifications;

b/ Products and their standards and quality;

c/ Capability to supply raw materials, fuel and materials for the technology line;

d/ Program on training and technical assistance for the operation of the technology line;

dd/ Funds to be invested in the technology, machinery, equipment, training and technical assistance.

Article 17. Order of appraisal of or giving opinions on technologies of investment projects in the stage of investment policy decision

The order of appraisal of or giving opinions on technology in the stage of investment policy decision is prescribed below:

1. For investment projects using public investment funds, the order of appraisal of their technologies must comply with the law on public investment;

2. For investment projects prescribed in Clause 2, Article 13 of this Law on which investment policy is decided by the National Assembly, the order of appraisal of their technologies must comply with the investment law;

3. For investment projects prescribed at Point a, Clause 2, Article 13 of this Law on which investment policy is decided by the Prime Minister, within 3 working days after receiving a complete dossier of such a project, the investment registration agency shall send it to the Ministry of Science and Technology for giving opinions on the project’s technology;

4. For investment projects prescribed at Point a, Clause 2, Article 13 of this Law on which investment policy is not decided by the National Assembly or Prime Minister, within 3 working days after receiving a complete dossier of such a project, the investment registration agency shall send it to the specialized science and technology agency of the provincial-level People’s Committee for giving opinions on the project’s technology;

5. For investment projects prescribed at Point b, Clause 2, Article 13 of this Law on which investment policy is decided by the Prime Minister, within 3 working days after receiving a complete dossier of such a project, the investment registration agency shall send it to the concerned line ministry for giving opinions on the project’s technology;

6. For investment projects prescribed at Point b, Clause 2, Article 13 of this Law on which investment policy is not decided by the National Assembly or Prime Minister, within 3 working days after receiving a complete dossier of such a project, the investment registration agency shall send it to the specialized agency of the provincial-level People’s Committee for giving opinions on the project’s technology;

7. The time limit for giving opinions on technology prescribed in this Article is 15 working days from the date of receipt of a complete dossier.

Article 18. Order of appraisal of or giving opinions on technologies of investment projects in the stage of investment decision

1. The order of appraisal of or giving opinions on technologies of projects prescribed at Point a, Clause 3, Article 13 of this Law in the stage of investment decision is prescribed below:

a/ For national important projects, the order of appraisal of their technologies must comply with the investment and public investment laws;

b/ For projects of group A, B or C using state budget funds, within 5 working days after receiving a complete dossier of such a project, the specialized construction agency prescribed in the construction law shall send a document together with relevant copies of the dossier’s documents to the same-level agency performing the state management of the related sector or field for giving opinions on the project’s technology;

c/ For projects of group A, B or C using non-budget state funds or other funds, the project owner shall send the basic design dossier of such a project to the specialized construction agency prescribed in the construction law for appraisal, except appraisal of the technological design; and concurrently send it to the same-level agency performing the  state management of the related sector or field for giving opinions on the project’s technology.

In case the specialized construction agency is also the agency performing the state management of the related sector or field, it shall appraise the basic design that also covers the technological design;

d/ The time limit for giving opinions on technology is 20 days for projects of group A, 15 days for projects of group B, or 10 days for projects of group C, counting from the date of receipt of a complete dossier; when it is necessary to extend this time limit, the extended time must not be longer than the initial time limit prescribed at this Point. The competent agency shall notify the extension and its reasons in writing to the specialized construction agency or project owner.

In case the specialized construction agency is also the agency performing the state management of the related sector or field, the time limit for appraisal of a technological design is included in the time limit for appraisal of a basic design prescribed in the construction law. 

2. The order of appraisal of technologies of investment projects prescribed at Point b, Clause 3, Article 13 of this Law must comply with the construction law.

3. The order of appraisal of technologies of investment projects prescribed at Point c, Clause 3, Article 13 of this Law must comply with the law on public investment.

Article 19. Contents of appraisal of or opinions on technologies of investment projects

1. The contents of appraisal of or opinions on technologies of investment projects in the stage of investment policy decision are prescribed below:

a/ Suitability of the selected technology;

b/ Evidence of the use of the technology in developed countries (if any);

c/ Training and technical assistance for the operation of the technology line (if any) of the project;

d/ Satisfaction of conditions for use of the technology;

dd/ Preliminary assessment of the technology’s environmental impacts;

e/ Draft technology transfer contract (if any);

g/ For investment projects in a hi-tech park, the contents of appraisal of or opinions on their technologies must comply with the provisions of this Clause and be based on the criteria and standards prescribed in the law on high technologies.

2. The contents of appraisal of or opinions on technologies in the stage of investment decision are prescribed below:

a/ Conformity of the technology, machinery and equipment with the plan selected in the stage of investment policy decision; relevant standards, technical regulations and other relevant regulations;

b/ Products and their standards and quality;

c/ Suitability of and capability to supply raw materials, fuel and materials for the operation of the technology, machinery and equipment;

d/ Program on training and technical assistance for the operation of the technology line, machinery and equipment;

dd/ Funds to be invested in the technology, machinery, equipment, training and technical assistance.

 Article 20. Appraisal of or collection of opinions on technologies of investment projects

1. The agency competent to appraise or give opinions on technologies of investment projects shall appraise or give opinions on technologies of investment projects; if it needs expert opinions, such opinions may be collected from:

a/ A science and technology advisory council;

b/ Independent consultancy organizations and consultants.

2. An advisory council shall be formed under decision of the agency in charge of giving opinions on technology. It shall work on the principles of democracy, objectivity, honesty, law observance and professional ethics. It shall take responsibility for its conclusions and recommendations before the agency that has formed it. Its conclusions and recommendations shall be expressed in writing.

3. An advisory council’s members shall take responsibility before law for their opinions and keep confidential information relating to the investment project appraised. Their opinions shall be expressed in writing.

4. Funds for collecting opinions on technologies of investment projects are prescribed below:

a/ In the stage of investment policy decision, these funds shall be covered by the state budget;

b/ In the stage of investment decision, these funds shall be borne by the project owner and included in the total investment amount.

Article 21. Examination and supervision of technologies in investment projects and technology transfers

1. The application and transfer of technologies in investment projects under Article 13 of this Law shall be examined and supervised in the course of implementation.

2. The state management agency in charge of investment shall assume the prime responsibility for, and coordinate with specialized state management agencies in, examining and supervising technologies in investment projects along with examining and monitoring investment in accordance with law.

3. The state management agency in charge of science and technology shall assume the prime responsibility for, and coordinate with related agencies in, examining technology transfers as follows:

a/ According to plan;

b/ When detecting signs of violation of regulations on technology application and transfer in the course of implementation of investment projects and technology transfers.

Chapter III

TECHNOLOGY TRANSFER CONTRACTS

Article 22. Entry into and performance of a technology transfer contract

1. A technology transfer contract shall be entered into in writing or in another form regarded as being established in writing under the Civil Code. The written contract shall bear the signatures and seals (if any) of the contractual parties; and these signatures and seals (if any) on adjoining pages of the contract and its annex(es).

2. The language used in a technology transfer contract shall be agreed upon by the contractual parties.

3. A technology transfer contract shall be entered into and performed in accordance with this Law, the Civil Code, the Commercial Law, the Law on Intellectual Property, the Competition Law and relevant laws.

Article 23. Contents of a technology transfer contract

1. Name of transferred technology.

2. Transferred technology, products to be created by the technology and their standards and quality.

3. Transfer of the right to own or right to use the technology.

4. Mode of technology transfer.

5. Rights and obligations of the parties.

6. Payment price and method.

7. Effective time and validity duration of the contract.

8. Definitions and terms used in the contract (if any).

9. Technology transfer plan, schedule and place.

10. Responsibility to warrant the transferred technology.

11. Fine for breaches of the contract.

12. Liability for breaches of the contract.

13. Dispute settlement body.

14. Other contents as agreed upon by the parties.

Article 24. Validity period and effective time of a technology transfer contract

1. The validity period of a technology transfer contract may be agreed upon by the contractual parties.

2. The effective time of a technology transfer contract may be agreed upon by the contractual parties; if the parties make no agreement on this time, it is the time of entry into the contract, except the case prescribed in Clause 3 of this Article.

3. A contract on the transfer of a technology restricted from transfer takes effect on the date of grant of the technology transfer license.

A technology transfer contract subject to registration under Clauses 1 and 2, Article 31 of this Law takes effect on the date of grant of the technology transfer registration certificate; in case of extension or modification, the extended or modified contract takes effect on the date of grant of the certificate of registration of extension or modification of technology transfer.

Article 25. Rights and obligations of the technology transferor

1. The technology transferor has the following rights:

a/ To request the technology transferee to strictly fulfill the contractual commitments;

b/ To get full payments and enjoy other rights and interests as agreed upon in the contract;

c/ To hire organizations or individuals to provide technology transfer services in accordance with law;

d/ To request a competent state agency to protect the lawful rights and interests related to the transferred technology;

dd/ Unless otherwise agreed upon by the parties, to request the technology transferee that fails to strictly perform the contractual obligations to take remedial measures or pay damages;

e/ Other rights as prescribed by law.

2. The technology transferor has the following obligations:

a/ Unless otherwise agreed upon by the parties, to ensure that the technology transfer right is lawful and not restricted by a third party;

b/ To strictly fulfill the contractual commitments; and pay compensation for damage caused due to the transferor’s breach of contract to the technology transferee or a third party;

c/ To keep confidential technology-related and other information in the course of negotiating, entering into and performing the contract as agreed upon;

d/ When detecting technical problems which make technology transfer results likely to be unsatisfactory as committed in the contract, to notify the technology transferee thereof and take appropriate remedies;

dd/ Unless otherwise agreed upon by the parties, to apply for a technology transfer license in case of transfer from Vietnam abroad of a technology restricted from transfer;

e/ To perform financial and other obligations as prescribed by law.

Article 26. Rights and obligations of the technology transferee

1. The technology transferee has the following rights:

a/ To request the technology transferor to strictly fulfill the contractual commitments;

b/ To request a competent state agency to protect the transferee’s lawful rights and interests related to the transferred technology;

c/ To hire organizations or individuals to provide technology transfer services in accordance with law;

d/ Unless otherwise agreed upon by the parties, to request the technology transferor that fails to strictly perform the contractual obligations to take remedial measures and pay damages;

dd/ Other rights as prescribed by law.

2. The technology transferee has the following obligations:

a/ To strictly fulfill the contractual commitments; to pay damages to the technology transferor or a third party for the transferee’s breach of contract;

b/ To keep confidential technology-related and other information in the course of negotiating, entering into and performing the contract as agreed upon;

c/ Unless otherwise agreed upon by the parties, to apply for a technology transfer license in case of transfer from abroad into Vietnam of a technology restricted from transfer;

d/ To perform financial and other obligations in accordance with law.

Article 27. Payment prices and modes in technology transfer

1. The price of a transferred technology shall be agreed upon by the parties.

2. Payment may be made by the following modes:

a/ Payment in a lump sum or installments in cash or in kind;

b/ Conversion of the technology’s value into capital contributed to an investment project or to capital of an enterprise in accordance with law;

c/ Payment in percentage (%) of net selling price;

d/ Payment in percentage (%) of net turnover;

dd/ Payment in percentage (%) of pre-tax profit of the transferee;

e/ Other modes as agreed upon by the parties.

3. The price of a transferred technology shall be audited and must comply with the price and tax laws in the following cases:

a/ The technology is transferred between parties one or more than one of which operates with state funds;

b/ The technology is transferred between parties that have parent company-subsidiary relations;

c/ The technology is transferred between related parties as prescribed by tax laws.

4. The Government shall detail this Article.

Article 28. Transfer of technologies restricted from transfer

1. Transfer of technologies restricted from transfer prescribed in Article 10 of this Law must obtain a technology transfer license.

2. The licensing of technology transfer must follow the order below:

a/ Approving technology transfer.

Approval of technology transfer is not required in case of transfer of a technology of an investment project which has been appraised and given opinions on in the stage of investment policy decision or investment decision;

b/ Granting a technology transfer license.

3. Annually, the technology transferee, in case of transfer of technologies from abroad into Vietnam or within Vietnam, or the technology transferor, in case of transfer of technologies from Vietnam abroad, shall report on the performance of the technology transfer contract according to regulations of the Ministry of Science and Technology.

Article 29. Dossiers, order and procedures to request approval of technology transfer

1. A dossier of request for approval of technology transfer must comprise:

a/ A written request for approval of technology transfer;

b/ A document on the requester’s legal status;

c/ Explanatory documents on the technology;

d/ Explanatory documents on the technology use conditions as prescribed by law;

dd/ Explanatory documents on the conformity with the law on standards and technical regulations.

2. For transferring a technology restricted from transfer, a dossier of request for approval of technology transfer shall be sent to the Ministry of Science and Technology.

3. Within 3 working days after receiving a dossier, the Ministry of Science and Technology shall consider it; if the dossier is incomplete, it shall send a written request to the requester for supplementing the dossier as prescribed.

4. Within 30 days after receiving a complete dossier, the Ministry of Science and Technology shall assume the prime responsibility for, and coordinate with related ministries and sectors in, issuing a written approval of technology transfer; in case of disapproval, it shall issue a written reply clearly stating the reason.

5. The Minister of Science and Technology shall issue the forms of the written request for approval of technology transfer and of the explanatory document on technology.

Article 30. Dossiers, order and procedures to apply for technology transfer licenses

1. A dossier of application for a technology transfer license must comprise:

a/ An application for a technology transfer license, stating the commitment on the parties’ responsibility for the lawfulness of the contents of the contract;

b/ Documents evidencing the legal status of the parties to the technology transfer contract;

c/ The original or a certified copy of the Vietnamese-language technology transfer contract; in case the contract is not made in Vietnamese, a notarized or certified Vietnamese translation thereof is required;

d/ A list of documents on the technology, machinery and equipment (if any) accompanying the technology transfer contract;

dd/ Certified copies of the titles of protection of intellectual property subject matters (if any);

e/ Standards and quality of products created or services provided through the application of the transferred technology;

g/ Explanations about the technology use conditions;

h/ The written appraisal of the price of the transferred technology in case the transferee uses state funds.

2. After obtaining a written approval from the Ministry of Science and Technology, the technology transferor shall sign the technology transfer contract.

3. Within 60 days after signing the technology transfer contract, the party obliged to apply for a technology transfer license shall send 1 set of dossier of application for such license to the Ministry of Science and Technology.

4. Within 5 working days after receiving a dossier, the Ministry of Science and Technology shall look through it; if the dossier is incomplete, the Ministry of Science and Technology shall send a written request to the applicant for modification or supplementation of the dossier as prescribed.

Within 60 days after the date of issuance of the written request for dossier modification or supplementation, the parties shall modify or supplement the dossier as requested or may make a written request for extension of the time limit for modification or supplementation. The extended time must not exceed 60 days; past this time limit, if the parties fail to modify or supplement the dossier as requested, the Ministry of Science and Technology shall issue a notice to refuse the grant of a technology transfer license and, if requested, return the dossier.

5. Within 15 working days after receiving a complete dossier, the Ministry of Science and Technology shall appraise the dossier and grant a technology transfer license; if refusing to grant a license, it shall issue a written reply clearly stating the reason.

6. If wishing to change a content of a technology transfer license, the requester shall apply for a new license.

7. The Minister of Science and Technology shall issue the forms of the application for a technology transfer license and of the license.             

Article 31. Registration of technology transfer

1. Except technologies restricted from transfer for which technology transfer licenses have been granted, a technology transfer contract and the technology transfer component prescribed in Clause 2, Article 5 of this Law falling into one of the following cases shall be registered with the state management agency in charge of science and technology:

a/ Transfer of technologies from abroad into Vietnam;

b/ Transfer of technologies from Vietnam abroad;

c/ Transfer within Vietnam of technologies funded with state capital or by the state budget, except cases in which certificates of registration of results of performance of science and technology tasks have been granted.

2. The State shall encourage the registration of technology transfer contracts not subject to registration under Clause 1 of this Article.

3. A dossier of registration of technology transfer must comprise:

a/ A written request for registration of technology transfer, stating the commitment on the parties’ responsibility for the lawfulness of the contents of the contract;

b/ The original or a certified copy of the written agreement on technology transfer with the contents prescribed in Article 23 of this Law; if such agreement is not made in Vietnamese, a notarized or certified Vietnamese translation thereof is required.

4. Within 90 days after signing the written agreement on technology transfer, the party obliged to register the technology transfer shall send 1 set of dossier to the state management agency in charge of science and technology to apply for a technology transfer registration certificate.

5. Within 5 working days after receiving a complete dossier, the state management agency in charge of science and technology shall consider and decide to grant a technology transfer registration certificate; if refusing to grant such certificate, it shall issue a written reply clearly stating the reason.

6. The state management agency in charge of science and technology shall refuse to grant a technology transfer registration certificate in the following cases:

a/ The contract involves a technology restricted from transfer;

b/ The contract involves no technology or has no content on technology transfer;

c/ The contract’s content contravenes this Law.

7. The Government shall detail this Article.

Article 32. Validity of technology transfer licenses and technology transfer registration certificates

1. A technology transfer license or technology transfer registration certificate becomes effective on the date of its grant.

2. The agency that grants a technology transfer license or technology transfer registration certificate is competent to invalidate such license or certificate in the following cases:

a/ A violation of the contents of the license or certificate is committed;

b/ The dossier of application for such license or certificate has been forged;

c/ It is so requested by a competent state agency in case a violation of a relevant law is committed.

3. The holder of the invalidated technology transfer registration certificate shall refund under the Government’s regulations all supports and incentives he/she/it has already received to the State

Article 33. Extension, modification and supplementation of technology transfer contents

1. When the parties agree to extend or modify and supplement the technology transfer content for which a registration certificate has been granted, they shall send a dossier prescribed in Clause 2 of this Article to the agency that has granted such certificate for the latter to grant a certificate of registration of extension or modification and supplementation of technology transfer content.

2. A dossier for registration of extension or modification and supplementation of technology transfer content must comprise:

a/ A written request for registration of extension or modification and supplementation of technology transfer content;

b/ The original or a certified copy of the Vietnamese-language document on extension or modification and supplementation of technology transfer content; if such document is not made in Vietnamese, a notarized or certified Vietnamese translation thereof is required.

3. The order and procedures for extension or modification and supplementation of technology transfer content must comply with Clauses 4, 5 and 6, Article 31 of this Law.

4. The Minister of Science and Technology shall issue the forms of the written request for extension or modification and supplementation of technology transfer content and of the certificate of registration of extension or modification and supplementation of technology transfer content.

Article 34. Obligation to secure confidentiality in the grant of technology transfer licenses or technology transfer registration certificates

Agencies and persons responsible for granting technology transfer licenses or technology transfer registration certificates shall keep confidential information in relevant dossiers.

Chapter IV

MEASURES TO ENCOURAGE TECHNOLOGY TRANSFER AND DEVELOP THE SCIENCE AND TECHNOLOGY MARKET

Section 1

PROMOTION OF TECHNOLOGY APPLICATION AND INNOVATION

Article 35. Supports and incentives for enterprises to apply and innovate technologies

1. The State shall support enterprises with projects in geographical areas and fields eligible for investment incentives to engage in technology transfers with science and technology organizations.

2. Enterprises may use their own science and technology development funds to invest in, provide counterpart funds or receive counterpart funds for investment in technology innovation, technology incubation, science and technology enterprise incubation, innovative startups, or commercialization of their own scientific research and technological development results, and pay for other expenses in accordance with the law on science and technology.

3. The right to own, the right to use and other rights derived from scientific research and technological development results and intellectual property subject matters which may be valuated are property rights.

The science and technology development funds, the national technology innovation fund and credit institutions may accept the property rights defined in this Clause as security for loans borrowed for investment in science and technology projects, innovative startups and development of production and business from scientific research and technological development results.

4. The State shall encourage cooperation in various forms between enterprises and agencies, organizations and individuals to implement investment projects on technology innovation, innovative startups and development of infrastructure facilities to serve science and technology development and researches for common interests.

5. Enterprises investing in physical and technical facilities to serve technology decoding and organizations and individuals engaged in technology decoding are entitled to the following incentives:

a/ Capital support, loan guarantee, support for interests on loans from the national technology innovation fund and credit institutions;

b/ Other supports and incentives as prescribed by this Law and relevant laws.

6. Socio-political organizations, social organizations and socio-professional organizations shall, within the ambit of their respective functions and tasks, facilitate the transfer of technologies to organizations, individuals and enterprises.

7. The Government shall detail this Article.

Article 36. Promotion of commercialization of scientific research and technological development results

1. Scientific research and technological development results being public property shall be managed and used in accordance with the law on management and use of public property.

2. For scientific research and technological development results achieved with the State’s financial support, the assignment of the right to own them is prescribed below: 

a/ In case the State provides financial support for the performance of scientific research and technological development tasks to an organization investing in physical and technical foundations and finance which concurrently assumes the prime responsibility for performing such tasks, the State shall assign the right to own scientific research and technological development results to that organization;

b/ In case the State provides financial support for the performance of scientific research and technological development tasks on the basis of cooperation between an organization investing in physical and technical foundations and finance and an organization assuming the prime responsibility for performing these tasks, the State shall assign the right to own scientific research and technological development results according to the agreement between these two organizations.

3. The division of profits from the commercialization of scientific research and technological development results achieved with state budget funds must ensure the interests of the owner, author, organization with the prime responsibility, intermediary organization, and organizations and individuals involved in the commercialization in accordance with relevant laws.

4. For organizations and individuals investing in scientific research and technological development with their own funds, after their scientific research and technological development results are transferred and applied effectively in reality and such is recognized by the state management agency in charge of science and technology, they shall be provided with financial support from the state budget; in case the results are of important significance to socio-economic development or national defense and security, the State shall consider buying them.

The state management agency in charge of science and technology shall organize the collection, assessment, selection, recognition and announcement of scientific research and technological development results to serve the demands for innovation of organizations and individuals in the sectors, trades and fields under its decentralized management.

5. When science and technology organizations owning scientific research and technological development results cooperate with local technology application and transfer organizations, they shall be provided with state budget funds earmarked for science and technology for perfecting such results to suit the local conditions.

6. Individuals of research institutions and higher education institutions carrying out technology research, transfer, application and innovation activities at production and business establishments shall be provided with state budget funds earmarked for science and technology and with other lawful funds.

7. The management and use of assets equipped for the performance of science and technology tasks after these tasks are finished must comply with the law on management of public property.

8. The State shall facilitate the establishment of industrial property rights, recognition and registration for circulation of new products and technologies for organizations and individuals that commercialize scientific research and technological development results and technology transfers.

9. The Government shall detail this Article.

Article 37. The national technology innovation program

1. The national technology innovation program aims to achieve the following objectives:

a/ To raise the national technological capacity and technology transfer efficiency;

b/ To serve the development of national, key and major products;

c/ To create favorable conditions for medium- and small-sized enterprises to apply technologies, commercialize scientific research and technological development results and innovate technologies;

d/ To increase technological resources in rural, mountainous, socio-economic difficulty-stricken or exceptional socio-economic difficulty-stricken areas.

2. Based on national socio-economic development tasks in each period, the Ministry of Science and Technology shall assume the prime responsibility for, and coordinate with related ministries, ministerial-level agencies and government-attached agencies in, formulating and submitting to the Prime Minister for approval the national technology innovation program.

Article 38. The national technology innovation fund

1. The national technology renovation fund shall be formed to achieve the following objectives:

a/ To support enterprises in the transfer, innovation and perfection of technologies encouraged for transfer defined in Article 9 of this Law;

b/ To promote technology transfer serving agricultural development in rural, mountainous, socio-economic difficulty-stricken or exceptional socio-economic difficulty-stricken areas;

c/ To support technology incubation, science and technology enterprise incubation and technology decoding;

d/ To support the training of scientific and technological personnel to serve technology transfer, innovation and perfection.

2. The national technology innovation fund shall provide supports in the following forms:

a/ Providing preferential loans;

b/ Providing supports on loan interests;

c/ Granting guarantee for loans;

d/ Providing funding supports.

3. The national technology innovation fund shall be formed from the following sources:

a/ Voluntary contributions of domestic and foreign organizations and individuals;

b/ Loan interests;

c/ Charter capital supports from the state budget;

d/ Other lawful sources.

4. The Prime Minister shall decide on the formation, management and use of the national technology innovation fund.

Article 39. Tax policies to promote technology transfer, application and innovation

The following are entitled to incentives in accordance with tax laws:

1. Machinery, equipment, spare parts, supplies, samples and technologies which cannot be produced or created at home yet and are imported for direct use in research and development activities, decoding, technology innovation and technology transfer; and scientific documents, books and newspapers serving innovative startups and science and technology enterprise development;

2. Technology incubators and science and technology enterprise incubators, organizations and individuals investing in and supporting innovative startups; and intermediary organizations of the science and technology market earning incomes from the provision of technology transfer services;

3. Transferors of technologies abroad from Vietnam; and organizations and individuals engaged in scientific research and technological development, technology transfer and technology decoding at enterprises;

4. Transferors of technologies encouraged for transfer.

 Article 40. Development of technologies to create and perfect national, key and major products

1. Priority shall be given to the transfer of technologies to create national, key and major products from domestic scientific research and technological development results.

2. It is encouraged to develop technologies that create and perfect national, key and major products that are competitive on domestic and foreign markets.

3. The State shall adopt policies and measures to promote the perfection of the design and manufacturing of machinery and equipment created by Vietnam to be competitive on the market.

4. Enterprises and organizations transferring, applying and perfecting technologies that create national, key and major products are entitled to incentives prescribed by law.

5. The Government shall detail this Article.

Section 2

DEVELOPMENT OF THE SCIENCE AND TECHNOLOGY MARKET

Article 41. Measures to develop the science and technology market

1. The State shall adopt policies and measures to support and invest state budget funds earmarked for science and technology in and mobilize other lawful funds for the development of the science and technology market through developing sources of technology supply and demand and intermediary organizations of the science and technology market prescribed in Articles 42 and 43 of this Law.

2. Based on the national socio-economic development tasks in each period, the Ministry of Science and Technology shall assume the prime responsibility for, and coordinate with related ministries and ministerial-level agencies in, formulating and submitting to the Prime Minister for approval programs on development of the national science and technology market.

Article 42. Development of sources of technology supply and demand of the science and technology market

Sources of technology supply and demand of the science and technology market shall be developed through:

1. Importing, decoding and mastering high technologies, advanced technologies and clean technologies to serve the achievement of the objectives of national, sectoral, regional and local socio-economic development strategies, master plans and plans;

2. Procuring, studying and perfecting patents and initiatives already applied effectively on a small scale for transfer to enterprises for application and popularization to the public;

3. Promoting the exploitation and use of scientific research and technological development results and technological ideas to serve science and technology enterprises, hi-tech enterprises, individuals’ and groups of individuals’ innovative startups, organizations supporting innovation, supporting innovative startups, technology incubators, science and technology enterprise incubators and hi-tech enterprise incubators;

4. Assessing and appraising new technologies and products created in Vietnam from scientific research and technological development results which have prices and quality equivalent to imported ones in order to encourage their use in state-funded investment projects and prioritize them in bidding for procurement and provision of public products and services.

5. Providing training to raise the capacity to absorb and master technologies for enterprises; commercializing scientific research and technological development results; linking and exchanging scientific and technological personnel between research institutions or training institutions and production and business establishments.

6. Exploiting and providing technological information for enterprises and business associations, professional associations, cooperatives, and intellectual property service, investment promotion and trade promotion organizations.

7. The Government shall detail this Article.

Article 43. Development of intermediary organizations of the science and technology market

1. Intermediary organizations of the science and technology market are those providing the services of technology transfer brokerage, consultancy and promotion, technology assessment, price appraisal and inspection, connection of and support for technology suppliers and demanders and other parties in technology-related transactions.

2. The State shall implement the following measures to develop intermediary organizations of the science and technology market:

a/ Building technical infrastructure and supporting the operation of the national technology exchange and the national technological startup support center in the first 5 years of operation;

b/ Supporting human resource training for intermediary organizations;

c/ Supporting and building capacity to exploit information on technology, intellectual property and scientific research and technological development results at home and abroad for providers of technology transfer brokerage, consultancy and promotion, technology assessment, price appraisal and inspection services.

3. Organizations and individuals are encouraged to carry out technology transfer brokerage, consultancy and promotion activities in research institutions and training institutions; to establish a network linking technology consultancy and transfer activities at home and abroad.

4. The Government shall detail this Article.

Article 44. Announcement, demonstration and introduction of technologies

1. Technology marketplaces, technology fairs, technology exhibitions, technology supply-demand connection points, technology exchanges and technology transaction centers are places for displaying, introducing, purchasing and selling technologies and promoting technology transfer.

2. In announcing, demonstrating and introducing technologies, competent state management agencies in charge of science and technology have the following responsibilities:

a/ To announce an annual list of technologies created with state budget funds on their portals, unless otherwise prescribed by law;

b/ To encourage and support enterprises, organizations and individuals to announce new technologies they have created by themselves.

3. The State shall adopt measures to support owners of new technologies created at home in announcing, demonstrating and introducing those technologies, and participating in domestic and overseas technology marketplaces and fairs.

Section 3

TECHNOLOGY TRANSFER SERVICES

Article 45. Types of technology transfer services

1. Technology transfer brokerage.

2. Technology transfer consultancy.

3. Technology assessment.

4. Technology price appraisal.

5. Technology inspection.

6. Technology transfer promotion.

Article 46. Rights of providers of technology transfer services

1. Providers of technology transfer services have the following rights:

a/ To request service users to provide information and documents necessary for the provision of technology transfer services;

b/ To enjoy incomes and other benefits from the provision of technology transfer services as agreed upon;

c/ To employ collaborators and specialists in the provision of technology transfer services;

d/ To use the technological database in accordance with law;

dd/ To request service users to pay compensation for damage caused due to their fault;

e/ To enter into cooperation or joint venture with organizations and individuals in order to provide technology transfer services;

g/ To join domestic and international professional associations in accordance with law;

h/ Other rights as prescribed by this Law and relevant laws.

2. Organizations and individuals carrying out technology transfer brokerage, consultancy and promotion activities have the rights prescribed in Clause 1 of this Article and enjoy profits from the use and transfer of the right to use, transfer and contribute as capital state-funded scientific research and technological development results.

Article 47. Obligations of providers of technology transfer services

1. Providers of technology transfer services have the following obligations:

a/ To perform technology transfer service contracts already entered into;

b/ To take responsibility for the results of the provision of their technology transfer services;

c/ To pay compensation for damage caused due to their fault to service users;

d/ To preserve and return documents and equipment given by service users to the latter after completing services as agreed upon;

dd/ To promptly notify service users when information and documents are insufficient for completing services;

e/ To keep information confidential as agreed upon in technology transfer service contracts;

g/ To fulfill financial and other obligations as prescribed by law.

2. In addition to the obligations prescribed in Clause 1 of this Article, technology assessment, price appraisal and inspection service providers have the following obligations:

a/ To register their eligibility to provide technology assessment, price appraisal and inspection services in accordance with law;

b/ To send annual reports on technology assessment, price appraisal and inspection activities to competent state management agencies in charge of science and technology.

Article 48. Organizations carrying out technology assessment, price appraisal and inspection activities

1. Organizations carrying out technology assessment, price appraisal and inspection activities are science and technology organizations or enterprises operating in the field of technology assessment, price appraisal and inspection.

2. Organizations carrying out technology price appraisal activities must satisfy the conditions prescribed in the price law and special conditions on staff and physical and technical foundations.

3. The Government shall stipulate in detail the competence, order, procedures and conditions for grant of certificates of eligibility to provide technology assessment and inspection services, and special conditions on staff and physical and technical conditions for organizations carrying out technology price appraisal activities.

Section 4

TRANSFER OF TECHNOLOGIES TO RURAL, MOUNTAINOUS, ISLAND, SOCIO-ECONOMIC DIFFICULTY-STRICKEN OR EXCEPTIONAL SOCIO-ECONOMIC DIFFICULTY-STRICKEN AREAS

Article 49. Technologies encouraged for transfer to rural, mountainous, island, socio-economic difficulty-stricken or exceptional socio-economic difficulty-stricken areas

The technologies prescribed in Article 9 of this Law and the following technologies are encouraged for transfer to rural, mountainous, island, socio-economic difficulty-stricken or exceptional socio-economic difficulty-stricken areas:

1. Technologies in the field of conservation and development of genetic resources; selection, creation and raising of the economic value of plant varieties and animal breeds;

2. Technologies for planting, culturing, preserving or processing agricultural, forest or salt products, herbal plants, mushrooms, and agricultural and aquatic microorganisms;

3. Technologies for the prevention and control of diseases and epidemics for plant varieties, animal breeds and herbal plants;

4. Technologies for creating, exploiting and conserving clean water sources; and technologies to treat water in aquaculture;

5. Technologies for raising the productivity, quality and efficiency of traditional products of craft villages and localities.

Article 50. Responsibilities of organizations and individuals in the transfer of technologies to rural, mountainous, island, socio-economic difficulty-stricken or exceptional socio-economic difficulty-stricken areas

1. Programs or projects on popularization of plant varieties and animal breeds or technologies for planting, culturing, preserving or processing agricultural, forest, aquatic and salt products must have technology transfer contents.

2. Popularizers or transferors of technologies for planting, culturing, preserving or processing agricultural, forest, aquatic and salt products shall report on their activities to state management agencies in charge of science and technology in localities where they transfer these technologies.

3. Suppliers of plant varieties and animal breeds or transferors of technologies for planting, culturing, preserving or processing agricultural, forest, aquatic and salt products shall guide users on planting, culturing, preserving or processing technologies and pay compensation for damage caused by such supply or transfer.

4. Other responsibilities prescribed by law.

Article 51. Responsibilities of state management agencies for the transfer of technologies to rural, mountainous, island, socio-economic difficulty-stricken or exceptional socio-economic difficulty-stricken areas

1. Local state management agencies in charge of science and technology shall guide and facilitate the popularization and transfer of plant varieties and animal breeds or technologies for planting, culturing, preserving or processing agricultural, forest, aquatic and salt products; promote technology transfers in their localities; and inspect, detect and ban in time the popularization and supply of plant varieties, animal breeds or technologies which cause damage to users.

2. Annually, the Ministry of Science and Technology shall assume the prime responsibility for, and coordinate with related ministries, ministerial-level agencies and government-attached agencies in, evaluating technology transfers in rural, mountainous, island, socio-economic difficulty-stricken or exceptional socio-economic difficulty-stricken areas.

Article 52. Technology transfer in agriculture

1. It is encouraged to transfer technical advances related to varieties, breeds, products, production processes, technical solutions and managerial solutions in agriculture.

2. Technology transfer in agriculture shall be carried out in the forms prescribed in this Law or specific forms including agriculture extension programs or plans and other technology transfer programs and plans approved by competent state agencies.

3. Technology transfer in agriculture shall be carried by the methods prescribed in this Law or specific methods including training, refresher training, demonstration model, and information dissemination.

4. The Government shall stipulate in detail specific forms and methods referred to in Clauses 2 and 3 of this Article; transferors and transferees in the specific forms and according to the specific methods referred to in Clauses 2 and 3 of this Article; and policies on technology transfer in agriculture.

5. The Minister of Agriculture and Rural Development shall promulgate a list of technical advances related to varieties, breeds, products, production processes, technical solutions and managerial solutions encouraged for transfer in agriculture; and criteria, order and procedures for recognition as technical advances.

Chapter V

STATE MANAGEMENT OF TECHNOLOGY TRANSFER

Article 53. Responsibilities of the Government

1. To unify the state management of technology transfer activities.

2. To direct, promulgate, and organize the implementation of, legal documents, strategies, plans, mechanisms, policies and measures to promote technology transfer and innovation suitable to each period of national socio-economic development.

3. To assign and decentralize the performance of the state management of technology transfer.

4. To promulgate a list of technologies encouraged for transfer, a list of technologies restricted from transfer and a list of technologies banned from transfer.

Article 54. Responsibilities of the Ministry of Science and Technology

1. To act as the focal agency to assist the Government in unifying the state management of technology transfer.

2. To assume the prime responsibility for formulating programs, schemes and policies on the import of technologies, development of the science and technology market and promotion of technology transfer, application and innovation, and submit them to the Prime Minister for decision.

3. To draw up a list of technologies encouraged for transfer, a list of technologies restricted from transfer and a list of technologies banned from transfer, and submit them to the Government for promulgation.

4. To grant and revoke technology transfer licenses for technologies on the list of technologies restricted from transfer.

5. To appraise, give opinions on, examine and supervise technologies of investment projects according to its competence.

6. To guide the assessment of technological level and capacity in different sectors and fields according to requirements of socio-economic development and international economic integration in each period.

7. To organize the assessment, selection and announcement of technologies created from scientific research and technological development results.

8. To organize training to raise professional knowledge and skills in technology transfer, commercialization of scientific research and technological development results, and technology application and innovation.

9. To organize the compilation of statistics on technology transfer, application and innovation in accordance with law, and build a database on technology.

10. To conduct inspection and examination, settle complaints and denunciations, and handle violations of the law on technology transfer.

11. To implement international cooperation on technology transfer according to its competence.

12. To organize the dissemination of and education about the law on technology transfer.

13. To prepare government reports on technology transfer and five-year national reports on technology innovation.

14. To perform other tasks as prescribed by law.

Article 55. Responsibilities of ministries and ministerial-level agencies

1. Within the fields under their respective management, ministries and ministerial-level agencies shall coordinate with the Ministry of Science and Technology in performing the state management of technology transfer as follows:

a/ Proposing technologies for the list of technologies encouraged for transfer, the list of technologies restricted from transfer and the list of technologies banned from transfer;

b/ Formulating plans, schemes, programs, measures, mechanisms and policies to promote technology transfer, application and innovation;

c/ Examining and supervising technologies and the quality of products, goods and services created from technology transfer, application and innovation.

2. To organize the assessment, selection and announcement of technologies created from scientific research and technological development results, and create favorable conditions for enterprises to acquire such technologies in the fields under their respective management.

3. To create favorable conditions for the transfer of technologies, especially those encouraged for transfer, and for the transfer of technologies to geographical areas where technology transfer is encouraged.

4. To appraise, give opinions on, examine and supervise technologies of investment projects and technology transfers in accordance with law.

5. To implement international cooperation on technology transfer according to their respective competence.

6. To compile annual statistics on technology transfer, application and innovation and send them to the Ministry of Science and Technology.

Article 56. Responsibilities of provincial-level People’s Committees

Within the ambit of their functions and powers, provincial-level People’s Committees shall perform the state management of technology transfer with the following responsibilities:

1. To promulgate according to their competence or submit to competent authorities for  promulgation, and organize the implementation of, legal documents, mechanisms, policies, strategies, schemes, programs and plans on technology transfer, application and innovation in their localities;

2. To organize appraisal of and give opinions on technologies of investment projects in accordance with law;

3. To facilitate technology transfer, application and innovation in their localities;

4. To timely stop in accordance with law the transfer of plant varieties and animal breeds not yet recognized as technical advances; and agricultural supplies not yet permitted for production and trading, use or circulation;

5. To organize the examination and evaluation of technology transfers in their localities; to build and manage systems of databases, information and statistics on technology transfer, application and innovation; to report on statistics on technology transfer, application and innovation to competent state management agencies in charge of science and technology;

6. To disseminate and educate about, and guide the implementation of, the law on technology transfer;

7. To conduct inspection and examination, settle complaints and denunciations, and handle violations of the law on technology transfer according to their competence.

Article 57. Statistics on technology transfer, application and innovation

The compilation of statistics on technology transfer, application and innovation must comply with the law on statistics and the following provisions:

1. Technology transfer, application and innovation constitute part of annual statistical reports of the state management agency in charge of science and technology.

Annually, the Ministry of Science and Technology shall assume the prime responsibility for, and coordinate with other ministries and ministerial-level agencies in, compiling statistics on technology transfer, application and innovation nationwide;

2. The Ministry of Science and Technology shall coordinate with the central statistics office attached to the Ministry of Planning and Investment in developing a system of statistical indexes and organizing the collection of statistics on technology transfer, application and innovation activities of enterprises; coordinate with the central tax administration agency and customs agency attached to the Ministry of Finance in connecting and sharing statistics on technology transfer, application and innovation;

3. Provincial-level People’s Committees shall compile statistics on technology transfer, application and innovation in their localities;

4. Organizations and individuals shall, when requested by the statistics office to provide information on technology transfer, application and innovation activities, provide truthful, accurate, adequate and timely information; 

5. The Ministry of Science and Technology shall promulgate specific regulations on the collection of statistics on technology transfer, application and innovation.

Article 58. Responsibilities of overseas Vietnamese diplomatic missions for technology transfer activities

Overseas Vietnamese diplomatic missions shall seek technologies, support and promote technology transfer activities and create favorable conditions for organizations and individuals to promote technology transfers from abroad into Vietnam and vice versa.

Chapter VI

IMPLEMENTATION PROVISIONS

Article 59. Effect

1. This Law takes effect on July 1, 2018.

2. Law No. 80/2006/QH11 on Technology Transfer will cease to be effective on the effective date of this Law.

Article 60. Transitional provisions

1. For technology transfer agreements entered into before the effective date of this Law, if they need to be extended after the effective date of this Law, the registration and extension procedures prescribed in this Law shall be carried out.

2. Dossiers for registration of technology transfer contracts which are accepted before this Law takes effect but have not yet been processed shall be processed under Law No. 80/2006/QH11 on Technology Transfer.

3. Technology assessment, price appraisal and inspection service organizations set up and operating before the effective date of this Law shall, within 12 months after this Law takes effect, register their operation eligibility with competent state management agencies.

This Law was passed on June 19, 2017, by the XIVth National Assembly of the Socialist Republic of Vietnam at its 3^rd session.-

Chairwoman of the National Assembly
NGUYEN THI KIM NGAN