Intellectual property aspects of corporate joint ventures
Produced in partnership with Matthew Warren of Bristows LLP
Intellectual property aspects of corporate joint ventures

The following IP guidance note Produced in partnership with Matthew Warren of Bristows LLP provides comprehensive and up to date legal information covering:

  • Intellectual property aspects of corporate joint ventures
  • Introduction
  • Life cycle of a JV
  • Formation of the JV
  • During the life of the JV
  • When the JV comes to an end
  • Branding
  • Competition issues
  • Tax considerations

Introduction

This Practice Note sets out some of the key intellectual property (IP) issues that should be considered when setting up a joint venture (JV).

This Practice Note considers the scenario where two organisations (parent companies) set up a JV which is a separate legal entity (eg a company or a limited liability partnership), which they jointly own. It does not consider the IP issues that arise in contractual collaborations (where there is no separate legal entity), as the IP considerations can differ significantly.

Life cycle of a JV

It is important to consider IP issues for all three phases of a JV’s life:

  1. at its formation

  2. during its lifetime, and

  3. when it comes to an end

Parent companies should decide how best to deal with these issues before embarking on the venture, to avoid the risk of disputes later on.

Formation of the JV

Contributing IP to the JV

Parent companies will usually have technology, know-how, content or brands that the JV will need to use to develop its business. They will need to agree exactly what they will contribute, and whether the relevant IP should be assigned or licensed to the JV.

Agreeing whether to assign or license IP to the JV

Parent companies need to agree on the IP rights that should be assigned or licensed