Building with others.
WHY PARTNER
Access to capability, technology, market or capital you lack.
WHAT FORMS IT TAKES
Joint development Licensing technology in or out Manufacturing arrangements Distribution partnerships Research collaboration
WHAT TO ESTABLISH BEFORE ANY ARRANGEMENT
What each party contributes What each receives Who owns what is created Who may use it, and for what What happens if it ends How disputes are resolved
WHY OWNERSHIP OF WHAT IS CREATED
It is the commonest and most damaging dispute.
WHAT TO AGREE EXPLICITLY
Ownership of jointly developed material Rights to use it independently Whether either may license it to others What happens to it on termination
WHAT TO ESTABLISH ABOUT EXISTING MATERIAL
That what each party brings remains theirs.
WHY
Contributed technology otherwise becomes entangled.
WHAT TO AGREE ABOUT CONFIDENTIALITY
What is confidential, and for how long.
WHAT TO ESTABLISH ABOUT THE PARTNER
Their capability, verified Their financial stability Their reputation Whether their interests align with yours
WHY ALIGNMENT
Partners with divergent objectives obstruct rather than contribute.
WHAT TO BE CAUTIOUS OF
Partners who could become competitors Arrangements where you contribute knowledge and they contribute little Exclusive arrangements without performance obligations
WHY EXCLUSIVITY WITHOUT OBLIGATION
It prevents you working with anyone else while they do nothing.
WHAT TO ESTABLISH
Minimum performance, and consequences for failing it.
WHAT TO HAVE
Any substantial arrangement reviewed by a solicitor.
