Partnership Disputes: Who Owns Intellectual Property After The Business Dissolves?

A partnership can be an effective and successful way to run a business in Florida. Of course, businesses do not always last forever. There may be a time when you and your business partners move to dissolve the partnership and move on to other opportunities. Partnership dissolution is complicated. It can raise a lot of questions—especially related to financial matters.

A common question that partners have asks: Who owns the intellectual property rights when a business ends? The answer depends on many factors, including the partnership agreement. Here, our Miami partnership dispute lawyers explain the key things to know about intellectual property rights and partnership disputes.

Ending a Partnership in Florida: Make Sure You Know the IP Assets 

The term intellectual property (IP) refers to creations of the mind that are, in some form, legally protected. IP rights are fundamentally property. For some businesses in Florida, their IP portfolio may be among their most valuable assets. Some common examples of IP that your company might own include:

• Trademarks;
• Copyrights;
• Trade secrets; and
• Patents.

If you are preparing to dissolve a business partnership in Florida, it is time to take a comprehensive inventory of the intellectual property owned/controlled by the business. You need to have a full understanding of the value of the partnership’s assets. 

Intellectual Property Ownership: Partnership Agreement as the Basis of Your Rights 

If your business partnership has valuable intellectual property—whether it is a trademark, copyrights, patents, or trade secrets—it is imperative that you have a well-crafted partnership agreement in place. In general, your partnership agreement is the basis of your legal rights and legal responsibilities, including your ownership stake in the company.

Most disputes over intellectual property rights after a business partnership dissolves in Florida will start with the partnership agreement. Ideally, the agreement that you have will provide some clarity over who owns what—including who has the right to use and/or license certain types of intellectual property.

IP Rights Should Be Addressed Before a Partnership Dissolution is Finalized 

With partnership issues—including with intellectual property rights—it is always best to take a proactive approach. Among other things, this means working towards an agreeable solution before the business dissolution process is finalized. In general, you will want to reach a full agreement with your business partners regarding all financial matters, including IP ownership, before you move to end the company.

For many reasons, partnership disputes are often well-suited for collaborative solutions, such as negotiation and mediation. If you are stuck in a complicated disagreement over intellectual property rights for your business partnership in Florida, an experienced West Palm Beach commercial law attorney can help you find the best answer.

Are You Locked in a Partnership Dispute Over Intellectual Property?

We can help. At Pike & Lustig, LLP, our partnership dispute lawyers are solutions-centered advocates for our clients. If you have any questions about partnership disputes and intellectual property, professional guidance is available. Contact us today for a fully confidential case evaluation. With legal offices in Miami and West Palm Beach, we represent clients throughout South Florida.