The international contracts of technology transfer are considered to be one of the most important agreements for the undeveloped countries for many reasons, firstly through these contracts the undeveloped countries could fill the gap between them and developed countries technically, ofcourse if they did well, secondly these contracts can also help the undeveloped countries to attain the growing levels which enable them to achieve prosperity and welfare for their citizens, still, those contracts arouse suspicions and they can lead to several lawful issues- yet I tried concentrating on preparing stage which precedes making an agreement and the responsibility of parties, for that what motivates me for that is the absence of lawful texts which regulate this phase inspite of its important. through this research I have tried to enlight some legal aspects about the contract negotiations, the preparing agreement other issues following the comparable approach thereby. ...