Business Prenups

Jan Josef Horemans, "The Marriage Contract"

Jane Lambert

Although it is the last thing on a couple's minds while they are in love every marriage or civil partnership comes to an end through death or divorce.  That can sometimes result in a messy and expensive legal tangle in the Family Division.  A good way to avoid that outcome is for the couple to agree on who owns what and what should happen to their assets on death or divorce in a prenuptial agreement.

The same is true when it comes to launching a business.   Very few individuals have all the skills and resources necessary to launch a new product or service so they look to others for help.  Some may be friends and relations.  Others consultants and contractors.  Even business angels or private equity investors.  When all goes well they work together on developing, funding or launching their business, product or service and never spare a thought as to what should happen if they fall out or their joint venture fails.   

When that happens there can be litigation over who owns a patent or patent application in the Intellectual Property Office known as "entitlement actions" which I described in Disputes Over Ownership of Inventions on 6 Aug 2015 in NIPC Southeast, unfair prejudice or insolvency proceedings in the Chancery Division. That can be even messier and more expensive than family litigation.

Just as a prenup is a good way of avoiding or mitigating the disputes that would otherwise arise when a marriage comes to an end a written agreement with collaborators, consultants, contractors or investors as to who is entitled to apply for or hold a patent could avoid an entitlement or other dispute.  There is already a set of useful precedents for collaborations between businesses and universities known as the "Lambert Toolkit" which I mentioned in IPO Consultation - Business to Business Collaboration Agreements on 23 July 2018 in NIPC Northwest.  These can be adapted to similar collaborations with other parties.    Simple shareholders' agreements that are to be found in all kinds of businesses can also help.

I can advise on and draft such agreements as can my colleagues Andrea Knox of Knox Commercial Solicitors, Sean Thomas of Thomas Harrison IP and Steve Livingston of IP Tax Solutions.  So too can others at the IP Bar,  in specialist IP or commercial law firms, the Chartered Institute of Patent Attorneys and a few other specialist accountancy practices.    Anyone wishing to discuss this topic may call me on 020 7404 5252 or send me a message through my contact form.

Celebrating Tecwyn Roberts

Tecwyn Roberts

 

Jane Lambert

In World IP Day: IP Youth 28 Dec 2021 I wrote that my interest in science had been sparked by the launch of Sputnik in 1957, Gagarin's first space flight in 1961 and later NASA's Apollo programme.  My experience was entirely vicarious because I never met any rocket scientists.  Someone who did was a young schoolgirl who met Tecwyn Roberts, Director and Manager of the Goddard Space Flight Center. Roberts was brought up in Anglesey and she met him on a visit to his old school.  She was inspired by his visit to study natural sciences at school and university which launched her on a brilliant career in science and intellectual property.

When Tecwyn Roberts was a boy he had to cross the Atlantic to make a career in rocketry. That is no longer necessary for this generation of schoolchildren because Wales has a significant and growing space sector which I discussed in The Space Industry in Wales on 27 Dec 2021.  On 26 April 2022, the Menai Science Park (M-SParc) will explore the opportunities that this industry offers to young people in Wales as part of Wales's celebrations of World Intellectual Property Day 2022.  

In previous years we have held a lunchtime seminar on the annual theme for World Intellectual Property Day. Last year, for example, it was about Taking Ideas to Market.   We assembled distinguished speakers from the Intellectual Property Office, the Welsh Government, Inngot as well as local experts from BIC Innovation, Knox Commercial Solicitors and IP Tax Solutions (see Menai Science Park's Contribution to World IP Day 2021 25 April 2021).  The theme of this year's seminar will be IP and Youth and we shall be making use of all the resources that are available such as the "Cracking Ideas" programme and the UK Government's guidance in "IP and Education".

In addition to our seminar, we shall offer something new this year.  With the help of the Aerospace Wales Forum and Space Wales, we shall hold an exhibition physically at the science park but also online to celebrate Wales's contribution to space exploration past and present   We are only just beginning to plan that exhibition but I can safely say that it will include the career of Anglesey's pioneer rocket scientist, Tecwyn Roberts.

Anyone wishing to discuss this article may call me on 020 7404 5252 during normal office hours or send me a message through my contact form.