Editing Procedural knowledge (section)

===Industrial know-how===
In the context of [[industrial property]] (now generally viewed as [[intellectual property]] or IP), know-how is a component in the transfer of technology in national and international environments, co-existing with or separate from other IP rights such as [[patent]]s, [[trademark]]s and [[copyright]] and is an economic asset.<ref>Manual on Technology Transfer Negotiation, United Nations Industrial Development Organization (A Reference for Policy-makers and Practitioners on Technology Transfer), [[United Nations Industrial Development Organization]], [[Vienna, Austria]] (1996) {{ISBN|92-1-106302-7}}</ref> When it is transferred by itself, know-how should be converted into a [[trade secret]] before transfer in a legal agreement.

Know-how can be defined as confidentially held, or better, closely held information in the form of unpatented inventions, formulae, designs, drawings, procedures and methods, together with accumulated skills and experience in the hands of a licensor firm's professional personnel which could assist a transferee/licensee of the object product in its manufacture and use and bring to it a competitive advantage. It can be further supported with privately maintained expert knowledge on the operation, maintenance, use/application of the object product and of its sale, usage or disposition.

The inherent proprietary value of know-how is embedded in the legal protection afforded to [[trade secrets]] in general law, particularly, [[case law]].<ref>Licensing Guide for Developing Countries, [[World Intellectual Property Organization]] (WIPO), Geneva, 1977, {{ISBN|92-805-0395-2}}</ref> Know-how, in short, is private intellectual property which can be said to be a form of precursor to other intellectual property rights. The trade secret law varies from country to country, unlike the case for patents, trademarks and copyright for which there are formal conventions through which subscribing countries grant the same protection to the property as the others; examples of which are the [[Paris Convention for the Protection of Industrial Property]] and the [[World Intellectual Property Organization]] (WIPO), under United Nations, a supportive organization designed "to encourage creative activity, [and] to promote the protection of intellectual property throughout the world".

The [[World Trade Organization]] defined a trade secret by the following criteria:<ref>{{cite web |url=https://www.wto.org/english/tratop_e/trips_e/t_agm3d_e.htm |title=TRIPS: Agreement on Trade-Related Aspects of Intellectual Property Rights (1995), Section 7: Protection of Undisclosed Information, Article 39(2) |archive-url=https://web.archive.org/web/20170120171319/https://www.wto.org/english/tratop_e/trips_e/t_agm3d_e.htm |archive-date=2017-01-20 |access-date=2019-06-20 |website=wto.org |publisher=[[World Trade Organization]]}}</ref>

{{Quote|Natural and legal persons shall have the possibility of preventing information lawfully within their control from being disclosed to, acquired by, or used by others without their consent in a manner contrary to honest commercial practices (10) so long as such information: (a) is secret in the sense that it is not, as a body or in the precise configuration and assembly of its components, generally known among or readily accessible to persons within the circles that normally deal with the kind of information in question; (b) has commercial value because it is secret; and (c) has been subject to reasonable steps under the circumstances, by the person lawfully in control of the information, to keep it secret.}}

For purposes of illustration, the following may be a provision in a [[license agreement]] serving to define know-how:-

{{Quote|Know-how shall mean technical data, formulas, standards, technical information,  specifications, processes, methods, codebooks, raw materials, as well as all information, knowledge, assistance, trade practices and secrets, and improvements thereto,  divulged, disclosed,  or in any way communicated to the Licensee under this  Agreement, unless such information was, at the time of disclosure,  or thereafter becomes part of the general knowledge or literature which is generally available for public use from other lawful sources. The burden of proving that any  information  disclosed hereunder is not confidential information shall rest on the licensee.}}