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Technology transactions cover contracts and legal relations that arise when technology is created, licensed, sold, transferred, developed, or used. In Korolyov, as in the rest of Russia, these transactions are mostly governed by federal law - including the Civil Code, intellectual property rules, data protection laws, export control rules, and sectoral legislation - while local authorities and industry clusters can affect business conditions and support. Korolyov is a city with a strong aerospace and high-technology profile, and that can mean additional compliance requirements for strategic technologies, extra attention on export controls, and frequent interaction with specialized federal regulators.
Technology transactions often involve complex legal, commercial, and technical issues. You may need a lawyer when you are:
- Drafting or negotiating software development, licensing, or maintenance agreements where rights to use, modify, and distribute software must be clearly allocated.
- Selling or buying a technology business, platform, or key intellectual property assets as part of an M&A deal or asset sale.
- Sharing confidential information or know-how with partners, contractors, or investors and creating non-disclosure agreements and trade-secret protection measures.
- Hiring developers or contractors and needing clear provisions on ownership of employee-created inventions and work product.
- Preparing to transfer technology abroad or to foreign investors and needing advice on export controls, foreign investment screening, and customs issues.
- Handling personal data or building services that process Russian citizens personal data and needing to comply with data localization and privacy rules.
- Responding to an allegation of IP infringement, antitrust concerns, or breach of contract.
- Structuring licensing models, royalty regimes, or SaaS agreements and minimising tax and regulatory exposure.
- Considering source-code escrow, indemnities, and liability caps for business-critical technology.
Key legal frameworks and practical points relevant to technology transactions in Korolyov include the following.
- Civil Code of the Russian Federation - governs contracts, assignment, licensing, and the legal regime for most commercial transactions. Part IV deals with intellectual property rights - copyrights, patents, trademarks and related licensing rules.
- Federal Law on Personal Data No. 152-FZ - sets rules for collection, storage and processing of personal data, including the data localization requirement for databases containing personal data of Russian citizens.
- Intellectual property registration and administration - while copyrights arise automatically, patents and trademarks require registration with the federal intellectual property authority. Licensing terms, exclusive versus non-exclusive rights, and assignment are regulated by the Civil Code.
- Trade secrets - protected under civil law if appropriate confidentiality measures are in place. Courts expect demonstrable steps taken to maintain secrecy, such as NDAs, access controls, and internal procedures.
- Export controls and dual-use regulation - aerospace and related technologies are often subject to export control rules and licensing. Transfers to foreign parties or cross-border support may need prior authorization.
- Public procurement and state contracts - if your counterparty is a state entity, special procurement and contracting rules apply under laws governing government purchases and state defense orders.
- Competition law - restrictive licensing terms, unfair access limitations, or tying arrangements can raise antitrust concerns under Russian competition law if market power is involved.
- Dispute resolution and enforcement - parties commonly choose Russian law and Russian courts or arbitration for disputes. International arbitration is used too, but enforcement of foreign awards and choice-of-law should be considered carefully in the local context.
A technology transaction is any legal deal where technology, software, data, know-how, or related services are exchanged, licensed, developed, or sold. Examples include software development contracts, licensing agreements, SaaS contracts, assignment of patents, technology joint ventures, and transfers of manufacturing know-how.
No. Copyright in software arises automatically on creation. Registration is not mandatory to have rights. However, registering or documenting authorship and keeping development records is helpful evidence in disputes. Patent protection is only available for inventions that meet patentability requirements and must be obtained through a patent application.
Work created by an employee under an employment contract is generally presumed to be created for the employer if it relates to the employee duties or was created using employer resources, but specific assignment or remuneration terms should be set out in contracts. For inventions, there are statutory rules on inventor compensation and on when rights belong to the employer. Clear employment agreements and contractor contracts reduce later disputes.
Essential clauses include a clear definition of subject matter and scope of rights (exclusive or non-exclusive), territory and term, payment and royalty terms, milestones and acceptance criteria, warranties and disclaimers, liability caps, indemnities for third-party IP claims, confidentiality, data protection measures, source-code escrow if relevant, termination conditions and post-termination rights, and dispute resolution and governing law.
Use written non-disclosure agreements before disclosing sensitive information, implement internal access controls and policies, label confidential materials, restrict copying and transfers, and include confidentiality and non-use provisions in employee and contractor contracts. In litigation, courts look for evidence of reasonable steps taken to preserve secrecy.
Yes. Transfers of certain technologies, especially in aerospace, defense, cryptography and other dual-use areas, may be subject to export controls, licensing and foreign investment screening. You should screen the technology for controlled items and consult export control rules before completing cross-border transfers.
If your service collects or processes personal data of Russian citizens, you must comply with data protection laws. That includes lawful grounds for processing, notifying or registering certain processing activities, protecting data with appropriate technical and organizational measures, and in many cases storing databases with personal data of Russian citizens on servers located in Russia.
Disputes are resolved through Russian courts or arbitration tribunals. Parties often use arbitration clauses for commercial disputes. Russia is a signatory to the New York Convention, so foreign arbitral awards are generally enforceable. However, forum selection, choice of law and potential public-policy exceptions should be considered when contracting with foreign parties.
Yes, parties can negotiate liability caps and warranty disclaimers, but these clauses must be drafted carefully. Russian courts may scrutinize unconscionable or abusive terms, and consumer protection rules limit the ability to disclaim certain warranties if a contracting party is a consumer or if statutory protections apply.
Costs vary widely depending on transaction complexity, the lawyer experience, and whether the matter is transactional or litigation. Fee models include hourly rates, fixed fees for defined tasks, or success-fees in some cases. Choose a lawyer with experience in technology transactions, intellectual property and regulatory compliance, and ask for references, a clear engagement letter and an estimate of fees and timelines.
For support and authoritative guidance, consider the following types of organizations and bodies - reach out to them for information or procedures relevant to your transaction.
- Federal Service for Intellectual Property - the national authority for patents and trademarks, for filing and information about IP protection.
- Federal Service for Supervision of Communications, Information Technology and Mass Media - the regulator overseeing personal data, data localization and information security compliance.
- Federal Antimonopoly Service - for competition law queries related to licensing practices and market restrictions.
- Ministry of Industry and Trade - for strategic industry guidance, export control policy and technology transfer regulation.
- Federal Customs and export control authorities - for export licensing and customs classification of technology items.
- Local Korolyov municipal business support, technology parks and industry clusters - for local business development services and introductions to technical partners.
- Industry associations, chambers of commerce and technology clusters - for networking, model agreements, and practical guidance.
- Professional legal firms and specialized IP attorneys in Moscow Oblast and Korolyov - for tailored legal advice and contract drafting.
If you need legal assistance with a technology transaction in Korolyov, consider the following practical steps:
- Gather key documents - contracts, specifications, development records, employee agreements, IP certificates and any regulatory correspondence.
- Identify the specific legal issues - IP ownership, licensing scope, data protection, export controls, public procurement requirements or antitrust concerns.
- Arrange an initial consultation with a lawyer experienced in technology transactions and relevant regulators - ask for a clear engagement letter and fee estimate.
- Prepare a prioritized list of outcomes you want from the transaction and your main commercial constraints - this helps your lawyer tailor the agreement and negotiation strategy.
- Use standard protective measures immediately - sign NDAs before disclosing sensitive information and ensure employees have proper IP assignment clauses.
- For cross-border deals or strategic technologies, get early advice on export controls, foreign investment screening and data-transfer requirements to avoid delays or penalties.
- Keep detailed records of negotiations, approvals and versions of technical deliverables - these records are often decisive in disputes.
If you are unsure where to start, a short consultation with a local technology transactions specialist will help you assess risks and plan the next steps for drafting, negotiation or regulatory compliance.
