Collaborations, Strategic Alliances + Joint Ventures

Counsel for collaborations, alliances, and joint ventures

When two organizations build something together, the hardest questions arise later. Who owns what the parties create? Who makes decisions when priorities diverge? What happens to the technology if the relationship ends? The answers are set in the agreement at the start.

Apex Legal structures and negotiates collaborations, strategic alliances, and joint ventures centered on technology and IP. We help partners define contributions, ownership, governance, and exit terms that support the relationship while protecting each party’s core assets.

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What we handle

Co-development and collaboration agreements.

Research and development collaborations, including cost sharing, development plans, and commercialization rights.

Joint development agreements.

Ownership and licensing of jointly developed IP, background IP, and improvements.

Strategic alliances and partnerships.

Technology integration, co-marketing, and go-to-market partnerships between companies.

Joint ventures.

IP contributions to joint ventures, licenses from parents to the venture, and allocation of IP on dissolution.

Governance.

Joint steering committees, decision-making authority, and dispute escalation procedures.

Termination and exit.

Rights to IP, data, and products when a collaboration ends or a partner is acquired.

Joint venture attorney finalizing business partnership agreement with handshake

Who we work with

We represent technology companies, life sciences companies, universities and research institutions, and established businesses partnering with emerging companies.

Joint venture attorney consulting client in office meeting

Our approach

Collaborations succeed when both parties understand their rights before problems arise. We draft agreements that anticipate changes in priorities, funding, and ownership, so partners can work together with confidence and exit cleanly if they need to.

Frequently Asked Questions

A collaboration agreement is a contract in which the parties work together while remaining separate businesses. A joint venture often involves creating a new entity that the parties jointly own. Collaborations are generally faster and more flexible to set up, while joint ventures can make sense for long-term, capital-intensive projects with shared ownership.
Ownership is determined by the agreement, so it is important to address it before work begins. Common approaches include ownership by the party that created the IP, ownership based on field of use, or joint ownership. Joint ownership can create complications for licensing and enforcement, so many agreements allocate ownership and grant licenses instead.
Background IP is the intellectual property each party owns before the collaboration or develops outside of it. Agreements typically confirm that each party keeps its background IP and define what rights, if any, the other party has to use it. Clear definitions help prevent disputes over whether a later invention came from the collaboration or from one party’s existing work.
Many collaborations use a joint steering committee with representatives from each party. The agreement should define what the committee decides, how votes work, and what happens if the parties disagree. Escalation procedures and tie-breaking rights help keep the project moving when priorities diverge.
The agreement should address rights to jointly developed IP, ongoing licenses, data, materials, and products in development when the relationship ends. Outcomes can differ depending on why the collaboration ended, such as expiration, breach, or a change of control. Planning for exit at the start protects each party’s investment.
Generally, yes. A nondisclosure agreement protects confidential information shared during early discussions and sets expectations about how that information may be used. For technology discussions, it is also worth considering how the NDA treats ideas or improvements that arise during those conversations.