EUR-Lex - 31977D0543 - EN

ARTICLE 1

IT IS HEREBY DECLARED , PURSUANT TO ARTICLE 85 ( 3 ) OF THE TREATY ESTABLISHING THE EUROPEAN ECONOMIC COMMUNITY , AND SUBJECT TO THE CONDITIONS SET OUT BELOW , THAT THE PROVISIONS OF ARTICLE 85 ( 1 ) ARE , AND SHALL BE , UNTIL 1 SEPTEMBER 1986 , INAPPLICABLE TO THE BASIC AGREEMENT AND FOUR IMPLEMENTING AGREEMENTS MADE ON 1 SEPTEMBER 1971 BY DE LAVAL TURBINE INTERNATIONAL INCORPORATED AND STORK ROTERENDE WERKTUIGEN BV , FORMERLY KNOWN AS STORK POMPEN NV , OF THE ONE PART , AND KONINKLIJE MACHINEFABRIEK STORK BV , ON THE OTHER PART , FOR THE FORMATION OF THE JOINT VENTURE DE LAVAL-STORK VOF .

1 . IF FOR ANY REASON THE JOINT VENTURE CANNOT MEET AN ORDER FROM A CUSTOMER , THE EXCLUSIVE NATURE OF THE PATENTS AND KNOW-HOW LICENCES GRANTED TO IT BY THE PARENT COMPANIES SHALL NOT PREVENT SUCH COMPANIES FROM DEALING DIRECTLY WITH SUCH CUSTOMER OR FROM GRANTING NON-EXCLUSIVE LICENCES TO THIRD PARTIES TO DEAL WITH THAT CUSTOMER .

2 . THE LICENCES TO BE GRANTED UNDER CLAUSE 8 ( 4 ) OF THE BASIC AGREEMENT SHALL AFFORD THE PARTIES THE OPPORTUNITY :

• TO CONTINUE TO HAVE THE BENEFIT , AFTER THE EXPIRATION OF THE PERIOD OF THREE YEARS FOLLOWING THE DISSOLUTION OF THE JOINT VENTURE , OF THE PATENT AND KNOW-HOW RIGHTS LICENSED TO THE JOINT VENTURE TO THE EXTENT THAT THE EXERCISE OF THOSE RIGHTS IS INDISPENSABLE FOR THE EXPLOITATION OF PATENTS AND KNOW-HOW JOINTLY ACQUIRED THROUGH THE JOINT VENTURE ,

• TO EXPORT THE PRODUCTS MANUFACTURED UNDER THOSE PATENT AND KNOW-HOW LICENCES TO ALL COMMON MARKET AND NON-MEMBER COUNTRIES .

THE ROYALTIES PAYABLE UNDER THE LICENCES GRANTED BY THE PARTIES IN ACCORDANCE WITH THIS PROVISION SHALL NOT EXCEED THE LOWEST AMOUNT OF ROYALTY PAYABLE UNDER ANY LICENCE GRANTED BY THE PARTIES TO THIRD PARTIES IN RESPECT OF THE SAME PATENTS OR KNOW-HOW .

ARTICLE 2

EXEMPTION IS GRANTED SUBJECT TO THE FOLLOWING OBLIGATIONS :

1 . THE UNDERTAKINGS TO WHICH THIS DECISION IS ADDRESSED SHALL WITHOUT DELAY INFORM THE COMMISSION OF ANY AMENDMENT OR ADDITION TO THE ABOVEMENTIONED AGREEMENTS , AND OF ALL MATTERS AFFECTING THEIR INTERPRETATION OR APPLICATION , INCLUDING ANY ARISING AS A RESULT OF ARBITRATION .

2 . THE UNDERTAKINGS REFERRED TO SHALL FURNISH THE COMMISSION EVERY TWO YEARS WITH A FULL REPORT ON THE ACTIVITIES OF THE JOINT VENTURE .

3 . EACH OF THESE UNDERTAKINGS SHALL WITHOUT DELAY INFORM THE COMMISSION OF THE EXISTENCE , IN ANY OF THE FOLLOWING FORMS , OF ANY LINK BETWEEN THEM OR OF ANY CHANGE MADE OR TO BE MADE IN SUCH A LINK :

( A ) SHAREHOLDINGS OF 25 % OR MORE ;

( B ) INTERLOCKING DIRECTORATES ;

( C ) FORMATION OF A JOINT SUBSIDIARY OR JOINT ACQUISITION OF AN EXISTING UNDERTAKING ;

( D ) GRANT OF PATENT OR KNOW-HOW LICENCES ;

BETWEEN

( A ) THE UNDERTAKINGS THEMSELVES ; OR

( B ) ANY COMPANY BELONGING TO THE DE LAVAL TURBINE INCORPORATED GROUP OR THE VERENIGDE MACHINEFABRIEK NV GROUP AND ANOTHER COMPANY BELONGING TO EITHER OF THESE GROUPS OR ANY OTHER COMPANY OR COMPANIES , WHERE ANY SUCH COMPANY IS DIRECTLY OR INDIRECTLY ENGAGED WITHIN THE COMMON MARKET IN EITHER THE TURBINE OR THE COMPRESSOR INDUSTRY .

4 . EACH OF THE UNDERTAKINGS TO WHICH THIS DECISION IS ADDRESSED SHALL WITHOUT DELAY INFORM THE COMMISSION OF ANY NEW ACTIVITY IN THE TURBINE OR COMPRESSOR INDUSTRY OTHER THAN PURELY OCCASIONAL BUSINESS , ENGAGED IN BY IT INDEPENDENTLY OF THE OTHERS .

5 . EACH OF THE SAID UNDERTAKINGS SHALL WITHOUT DELAY INFORM THE COMMISSION OF ANY AGREEMENTS OR PRACTICES ENTERED INTO OR OPERATED FOR THE TRANSFER OF PATENT OR KNOW-HOW LICENCES OR FOR THE SUBSTITUTION OF PARTIES THERETO AND FOR THE ALLOCATION OR ASSIGNMENT OF STAFF OF THE JOINT VENTURE IN THE EVENT OF THE DISSOLUTION OF THE JOINT VENTURE .

ARTICLE 3

THIS DECISION IS ADDRESSED TO :

• DE LAVAL TURBINE INTERNATIONAL INCORPORATED , PO BOX 2072 , PRINCETON , NEW JERSEY 08540 , USA ,

• KONINKLIJKE MACHINEFABRIEK STORK BV , INDUSTRIESTRAAT 1 , HENGELO , NETHERLANDS

• STORK ROTERENDE WERKTUIGEN BV , DR A . PHILIPSWEG 51 , ASSEN , NETHERLANDS ,

• DE LAVAL-STORK VOF , INDUSTRIESTRAAT 1 , HENGELO , NETHERLANDS .

DONE AT BRUSSELS , 25 JULY 1977 .

FOR THE COMMISSION

RAYMOND VOUEL

MEMBER OF THE COMMISSION