Governance of Technological Know-How Transfer

The regulations outlined in this section define the processes and procedures compliant with the standards of the Uniform Commercial Code (UCC) for negotiating technological projects proposed by BLULAB CORP Trustee Office.

Negotiation of Technological Projects

Our approach to negotiating technological projects is designed to ensure transparency, efficiency, and legal compliance. We follow a structured process to ensure that each agreement meets the needs of our clients and complies with the standards of the Uniform Commercial Code (UCC).

Negotiation Phases

1.1. Information Request (UCC § 2-204): Interested parties can submit an information request through our online form or directly contact the Trustee's office.

1.2. Letter of Intent (LOI) (UCC § 2-205): Before initiating any detailed negotiations, the buyer may submit a Letter of Intent (LOI) to formally express interest and outline the preliminary terms of the proposed agreement.

1.3. Preliminary Negotiation (UCC § 2-305): Our commercial team will conduct preliminary negotiations with interested parties to understand their needs and discuss the details of the proposed technological project.

2.4. NCNDA Agreement (UCC § 2-209): After the submission of the LOI and before any further exchange of confidential information, the involved parties will sign a Non-Disclosure, Non-Circumvention, and Non-Disclosure Agreement (NCNDA) to protect the confidentiality of shared information and ensure mutual respect for commercial relationships.

1.5. Offer and Acceptance (UCC §§ 2-204, 2-206): Following the submission of the LOI and the conclusion of the preliminary negotiation phase, BLULAB CORP. will provide a detailed offer including specific terms and conditions. The client's acceptance of the offer will result in the formation of a binding contract.

Transfer of Technological Know-How Contract

2.1. Definition of Terms (UCC § 2-204): The technological know-how transfer contract will contain a detailed description of the know-how subject to transfer, as well as the rights and responsibilities of the involved parties.

2.2. Contract Execution (UCC § 2-206): Once the terms are agreed upon, the contract will be executed by the involved parties in accordance with the provisions of the UCC and applicable laws.

Jurisdiction and Dispute Resolution

3.1. Competent Jurisdiction (UCC § 2-305): Contracts related to the licensing of technological projects fall under the jurisdiction of the Uniform Commercial Code (UCC).

3.2. Mediation (UCC § 2-305): Any dispute arising from the negotiation or execution of the contract will be resolved through mediation, according to the procedures agreed upon by the parties.

3.3. Dispute Resolution (UCC § 2-305): In case disputes cannot be resolved through mediation (as described in point 4.2), the parties agree to submit the matter to a competent court in accordance with the general principles of contract and commercial law, as well as the applicable laws in the competent jurisdiction, as prescribed by the Uniform Commercial Code (UCC). Additionally, the parties agree to consider arbitration as an option, utilizing arbitration chambers of the World Trade Organization (WTO) located within the respective parties' jurisdictions, in accordance with the norms and practices of international dispute resolution.

This formulation takes into account the general principles of commercial law, including those specified in the Uniform Commercial Code (UCC), indicating the possibility of submitting disputes to competent courts or arbitration, according to applicable laws and practices.

Changes to Site Governance

4.1. Approval and Communication (UCC § 2-209): Any changes to the Site Governance will be approved by the board of directors of BLULAB CORP. and communicated to site users through a public notification or via email communication.