Question
From: (redacted)
Sent: Thursday,March 23, 2006 10:18 AM
To: Verne,B. Michael
Subject: Applicabilityof new rules to contract joint ventures.
I have a client with apotential collaboration agreement that does not involve the creation of a newentity, but contractual obligates one party to contribute cash up front, andmore down the road if milestones are reached, along with some lP and its commercializationand marketing expertise. Other party contributes the primary IP which itcontinues to develop. No exclusive rights to IP are transferred, altho rightsto some become co-exclusive. Profits shared 50/50. Assuming the money or valueof assets contributed exceeds the size threshold (and the contributing partymeets the size of person threshold), it is unclear to me whether a filing isrequired under the rules concerning unincorporated "entities."