practice strengths

Contracts and Licensing Attorney

A contract is an agreement between two or more people or companies in which each has promised to perform or not perform certain tasks or has been given certain rights by the other party or both.  Contracts can vary in complexity from a simple agreement for the purchase of a product to an agreement in which each party has agreed to perform multiple tasks over a long period of time contingent upon conditions that must be satisfied before performance is required.  Contracts may also be directed to many different subjects, including the sale of goods or services, the purchase of assets, joint research and development, or intellectual property.

We counsel clients in all aspects of contracts, including the following:

We have significant experience in drafting a wide range of business and intellectual property contracts.  For example, Owens Tarabichi attorneys have drafted and negotiated complex license agreements for patents, copyrights, trademarks, and trade secrets; confidentiality or non-disclosure agreements (NDA); intellectual property assignment and sale agreements; joint development agreements; biotechnology agreements, such as material transfer and clinical trial agreements; software agreements, such as development, value added reseller (VAR), and end-user agreements; and settlement agreements for litigation matters.  We have also drafted, negotiated, and reviewed intellectual property provisions in all types of business contracts, including major asset purchase agreements, merger agreements, asset acquisition agreements, joint venture agreements, company formation documents, and employment agreements

We also review our clients’ existing contracts to evaluate the implications on proposed business decisions and strategic planning.  For example, a company may have licensed its intellectual property and later decide that it wants to use or license that intellectual property.  In this case, evaluation of the existing license will determine whether the proposed new use or license is possible.  Where a company has previously entered into a contract and has certain obligations yet to be performed but would like to proceed in a manner contrary to those obligations, we review these obligations and provide our clients with various options, such as possible contract amendments, advice on the consequences of breach, and advice on ways to possibly reconcile fulfilling those obligations and proceeding as desired.