노하우계약에 관한 법적 고찰

Legal Aspects of Know-How Agreements

Know-how is an intellectual property which has noncompetitive characteristics but obtains its competitiveness through confidentiality. Furthermore, it may be acknowledged as one of the rights. Know-how contract is based on the know-how of intellectual property and thus, confidentiality is the most important key point. Confidentiality of know-how shall be maintained by the contact conditions of mutual parties as well as regulations related to prevention of unfair competition and protection of business confidentiality. However, there is actually no any specific civil law set related to confidentiality. According to Article 2:302 of Principles of European Contract Law, it defines “during the process of negotiations, if one party provides secret information the counterparty takes responsibilities not to open or use this information for their own benefits no matter the contract has been concluded or not.” Similar to this, Korean civil law shall set articles for confidentiality. In conclusion, what is written in the contract indicates that what both parties agreement shall be the priority and in case disagreement between the parties or if it is hard to interpret the problem, the law is applied complementally. Therefore, there is a need to be prepared for any dispute that may rise between the parties by analyzing legal characteristics depending on the know-how contract type and defining clearly the rights and responsibilities of each party.