View Treaty - E105491

(a) “Cooperative Activity” means any activity carried out pursuant to this Agreement;

(b) “Implementing Document” means an arrangement or a contract, in writing, between the Parties or between two or more Participants to conduct a Cooperative Activity, but excludes an arrangement between two Participants from the same country;

(c) “Innovation” means the exploitation of new ideas to create scientific, technological, and economic value;

(d) “Intellectual Property” has the meaning set out in Article 2 of the Convention establishing the World Intellectual Property Organization, done at Stockholm on 14 July 1967;

(e) “Joint Research Activity” means a Cooperative Activity in research, technological development or demonstration that involves collaboration by Participants from both countries and is designated as a Joint Research Activity in writing by the Participants;

(f) “Participant” means any individual or legal entity established pursuant to the legislation of either Party that is involved in a Cooperative Activity. “Legal entity” includes, but is not limited to, academies of science, governmental and non-governmental organizations, universities and colleges, institutes of technology, science and research centres and institutes, and private sector enterprises and firms;

(g) “Scientific Information” means scientific or technical data or results or methods of research and development derived from a Cooperative Activity, which includes design procedures and techniques; product formulas; manufacturing methods, processes and treatments; the chemical composition of materials; computer programs; data compilations; and employee know-how, such as specialized skills and experience; and any other data relating to a Cooperative Activity as may be jointly decided upon in writing by the Parties;

(h) “Technology Management Plan” means a contract in writing between two or more Participants concerning the ownership and use of Intellectual Property that may be developed or created in the course of a specific Joint Research Activity, but excludes a contract between two Participants from the same country.

(a) mutual benefit based on an overall balance of advantages;

(b) reciprocal access to the activities of research and technological development undertaken by each Party or its Participants, if practicable;

(c) timely exchange of Scientific Information that may affect the Cooperative Activity;

(d) effective protection of Intellectual Property rights;

(e) peaceful, non-military uses;

(f) respect for the respective legislation of the other Party; and

(g) equitable and fair treatment for P

1. The Parties shall jointly decide on areas of Cooperative Activity, in writing, as appropriate, or decide on areas of Cooperative Activity through the Joint Committee on Science, Technology and Innovation Cooperation established pursuant to Article 6(2).

2. The Parties shall jointly decide upon all Cooperative Activities under this Agreement. This Agreement does not apply to cooperative activities between individuals or legal entities from the two countries that are conducted outside this Agreement.

1. Subject to their respective legislation, the Parties shall foster Cooperative Activities to the fullest extent practicable. The Parties shall ensure that the Participants conduct each Cooperative Activity through the conclusion of a separate Implementing Document.

2. Cooperative Activities may include, but are not limited to:

3. As defined in Article 2(e), a Joint Research Activity is a form of Cooperative Activity which is implemented following the development by the Participants of a Technology Management Plan pursuant to Article 2 of the Annex to this Agreement.

4. If there is any inconsistency between this Agreement and an Implementing Document which entered into force pursuant to this Article, the Parties shall consider that the Agreement prevails.

1. The Parties shall designate Executive Agents to coordinate and facilitate Cooperative Activities under this Agreement. The designated Executive Agents are, for Canada, the Department of Foreign Affairs, Trade and Development and, for Korea, the Ministry of Science, ICT and Future Planning. Each Party may designate another Executive Agent if the Executive Agent identified in this paragraph ceases to be responsible for the subject matter of this Agreement. The Party that designates another Executive Agent shall notify the other Party in writing of the name of its new Executive Agent.

2. The Parties shall, through their Executive Agents, jointly establish a Joint Committee on Science, Technology and Innovation Cooperation (the “Joint Committee”). The Parties shall each designate a co-chairperson and a balanced number of representatives to sit on the Joint Committee. The Parties shall ensure that the Joint Committee operates on the basis of consensus and that it may establish its own rules of procedure.

3. The functions of the Joint Committee are to:

4. The Parties shall ensure that the Joint Committee meets every two years, usually alternately in Canada and Korea, according to a jointly determined schedule. Extraordinary meetings may be organized at the request of either Party.

5. The Parties shall bear the expenses at the meetings of the Joint Committee, such as travel costs and accommodation, for their respective participants. The host Party shall bear any other costs associated with these meetings.

6. Each Party, through its Executive Agent, shall designate an Executive Secretary to carry out the Executive Agent’s functions. The respective Executive Secretaries act as points of contact for communications between the Parties relating to matters covered by this Agreement. The Parties shall ensure that the Executive Secretaries meet or communicate at least once a year. The Parties shall ensure that the Executive Secretaries provide them with a joint annual summary report on the status, the level, and the effectiveness of Cooperative Activities

1. Each Party shall ensure that it identifies, through appropriate marking or otherwise, any Scientific Information that is either transmitted or created as a result of this Agreement or its implementation.

2. A Party receiving Scientific Information shall ensure that such information is protected in accordance with its applicable legislation. Subject to its applicable legislation, the receiving Party shall not divulge or transmit such Scientific Information to a third party not directly involved in the implementation of this Agreement without the prior written permission of the Party or Participant that provided the Scientific Information.

3. Each Party shall take all reasonable measures, in accordance with this Agreement, its legislation and international law, to protect Scientific Information against unauthorized use or disclosure.

1. This Agreement is not intended to confer any right in Intellectual Property to a Party or a Participant if the basis for that right came or comes into existence prior to or outside the scope of this Agreement.

2. If Intellectual Property has been developed exclusively by one Party or Participant through activities under this Agreement, the rights to that Intellectual Property belong to that Party or Participant.

3. Each Party shall ensure that any Intellectual Property that it holds, and that is necessary for the effective conduct of a Cooperative Activity by the other Party or its Participant, is made available to that Party or Participant prior to the commencement of the Cooperative Activity. Each Party shall take reasonable measures to ensure that a Participant provides the Intellectual Property that it holds, and that is necessary for the effective conduct of a Cooperative Activity, in the same manner. In any event, a Party or its Participant is not required to grant more than a licence to use that Intellectual Property for the conduct of the Cooperative Activity concerned. The Intellectual Property that is necessary for the conduct of a Cooperative Activity is to be specifically identified in the Implementing Document relating to that Cooperative Activity.

4. Intellectual Property rights related to inventions, discoveries and other science, technology and Innovation achievements that are jointly developed solely by the Parties within the context of a Cooperative Activity are allocated to each Party in accordance with the proportions jointly decided upon by the Parties in writing.

5. Unless the Parties jointly decide otherwise in writing in accordance with their domestic procedures, any Intellectual Property arising from the results of a Joint Research Activity is governed by the Annex on Intellectual Property Rights that Arise from the Results of Joint Research Activity, which forms an integral part of this Agreement.

1. For the purposes of this Article, the following terms are defined as follows:

2. Each Party shall indemnify and hold harmless the other Party for any Claim for Damages caused by or arising directly or indirectly from any omission or other wilful or negligent act of the former Party or its officers, servants, employees or agents, in the course of the implementation of this Agreement.

3. The Parties shall hold consultations with respect to all Claims not covered by paragraph 2 and arising in the course of the implementation of this Agreement.

1. The Parties shall endeavour, in good faith, to amicably resolve, through consultations, any dispute between them that arises from the interpretation or implementation of this Agreement. The Parties shall hold consultations as soon as reasonably practicable under the circumstances.

2. In particular, the Parties shall endeavour to resolve through consultations any dispute arising from the implementation of Article 11 or the Annex to this Agreement. If that dispute is not resolved within a reasonable time, the Parties may jointly decide to refer it to arbitration. Arbitration is subject to the Arbitration Rules of the United Nations Commission on International Trade Law (UNCITRAL).

1. Each Party shall notify the other Party, in writing, once it has completed its internal procedures required for the entry into force of this Agreement. This Agreement shall enter into force on the date of the later notification.

2. This Agreement shall remain in force for an initial period of five years, being automatically renewed for subsequent five-year periods, unless either Party notifies the other Party in writing of its intention not to renew the Agreement, at least ninety days prior to its expiry date.

3. The Parties may agree, in writing, to amend this Agreement. Any such amendment shall enter into force in accordance with the provisions of paragraph 1.

4. Either Party may terminate this Agreement by giving six months’ notice in writing to the other Party.

5. Notwithstanding any termination of this Agreement, the Parties shall continue to apply their respective obligations to any Implementing Document for its duration. Obligations under Articles 9 (Peaceful Non-Military Uses), 10 (Use and Dissemination of Scientific Information), 11 (Intellectual Property), and 12 (Claims), as well as the Annex to this Agreement, shall remain in effect, regardless of the expiry or termination of this Agreement, unless otherwise agreed to in writing by the Parties in accordance with their internal procedures.

1. Each Party shall ensure that the other Party and its Participants are given the opportunity to obtain the rights to Intellectual Property conferred to them by or in accordance with this Annex.

2. This Annex does not alter or prejudice any Intellectual Property right conferred to a Party or its nationals or Participants, which is governed by the laws and practices of that Party.

1. The terms used in this Annex have the same meaning as those defined in Article 2 of the Agreement.

2. Each Party shall:

3. The Parties shall ensure that, for each Joint Research Activity, the Participants jointly develop a Technology Management Plan (a “TMP”) in respect of the ownership and use of Intellectual Property rights that may be developed or created in the course of the Joint Research Activity. The TMP must take into account the applicable legislation of the Parties, which includes legislation relating to the transfer or export of controlled Scientific Information, goods or services; the aims of the Joint Research Activity; and the relative financial or other contribution of each Party and its Participants.

4. With respect to Intellectual Property, the TMP must address: ownership; protection; user rights and obligations for research and development; exploitation and dissemination, including arrangements for joint publication; the rights and obligations of visiting researchers (e. researchers not coming from either Party or one of its Participants), including the allocation to and acquisition by Participants of rights and obligations in respect of Intellectual Property generated by visiting researchers; and dispute settlement procedures, including arbitration where appropriate.

5. An Intellectual Property right that is generated by a Joint Research Activity, the allocation and acquisition of which is not addressed in the TMP, is to be allocated, to the largest extent possible, on the basis of the principles set out in the relevant TMP, as jointly decided in writing by the Participants.

6. Each Party shall take all reasonable measures to ensure that, in its territory, the other Party and its Participants are able to exercise the Intellectual Property rights allocated to them in accordance with this Annex and the Agreement.

1. Without prejudice to Article 2 of this Annex, and unless otherwise decided in a TMP, the publication of results of a Joint Research Activity is to be effected jointly by the Parties or Participants in that Joint Research Activity.

2. Subject to paragraph 1, the following procedures apply: