Business transaction and tax

Entity Formation, Joint Ventures and Strategic Alliances

Freeman Freeman and Smiley’s Business Transactions and Tax Practice has extensive experience in structuring, negotiating, and documenting partnerships, multi-party joint ventures, and strategic alliances, including transactions involving technology development and exploitation. Such transactions can involve the following aspects:

  • Formation and tax planning
  • Exclusivity of rights by industry, geography, or time
  • Triggers of consequences based upon performance criteria
  • Transfers or licensing of key intellectual property
  • Determination and documentation of management and governance rights of the parties
  • Documentation of strategic goals and milestones
  • Economic arrangements, such as profit and loss allocation and distribution priorities during the operational period or upon sale of all or a portion of the business
  • Planning for possible termination of the relationship, including rights to tangible and intangible assets and buy-sell arrangements
  • Non-competition agreements