Practice Areas

Licensing and Commercial Transactions

Miura & Partners US advises multinational technology and media companies on strategies and best practices to leverage and protect their vital intellectual property assets. We have particular expertise advising publicly and privately held Japanese corporations and their U.S. subsidiaries on cross-border licensing transactions, representing clients who seek to expand and protect their brands globally. Most of our technology and media licensing clients are also our long-time corporate clients, so we know their businesses, understand the IP critical to their organizations, and can help them determine how to successfully develop and protect their assets.

Leading media, mobile, gaming, animation, hardware, software, and medical device companies form our client base. Our diverse experience across a range of industries provides us with a unique perspective. We are better able to negotiate on behalf of our clients because we bring to the table significant experience with licensing terms and practices across industries. And, because we advise companies in a variety of roles, including as licensors, licensees, developers, acquirors, sellers, and investors in licensing transactions, we understand the different viewpoints of the various parties to the transaction and can negotiate with these perspectives in mind.

Our technology and media licensing practice includes advice in the following areas:

• Technology license agreements
• Copyright license agreements
• IP due diligence in financing and M&A transactions
• Related commercial contracts, including NDA, development, supply, and OEM agreements

Recently, we advised clients on a number of crucial licensing matters, including an innovative U.S. consumer technology company in negotiating its licensing agreement with a TSE-listed multinational telecommunications corporation; and a Nasdaq-listed fabless communication chip developer in its high-risk, high-stakes negotiations with several of Japan’s leading publicly traded consumer electronics corporations.

RECENT REPRESENTATIVE MATTERS

Corporate/Business Development
  • The U.S. subsidiary of a publicly traded Japanese chemical manufacturer in compliance with U.S. import and customs requirements
  • A prominent Japanese cross-border commerce provider in the analysis of applicable U.S. and state laws for issuing and selling users points and coupons
  • Japanese prefectural governments in advising the companies based in those prefectures on strategies for collaborating with U.S. businesses
  • A leading, privately held Japanese liquor manufacturer and distributor in the analysis of its rights in control states, franchise states, and open states, and in the review of permitted activities under the California Department of Alcoholic Beverage Control
  • A publicly traded Japanese retail eyewear company in analyzing possible operational structures in compliance with U.S. and California laws, and in communicating with U.S. and California government entities regarding proposed legislation
  • A multinational media company in reviewing restrictions under U.S. and state franchise laws when operating in the United States
  • One of Japan’s largest rechargeable battery and rare metal recycling companies in business development efforts for its business expansion into California
  • A prominent Japanese bio manufacturer of diagnostic reagents and vaccines in its expansion into the United States, and in negotiating and drafting distribution and R&D agreements with U.S. research labs and universities
  • The U.S. West Coast subsidiary of a Japanese food grower and distributor in its expansion into other regions of the United States
  • A U.S. car manufacturer in its negotiations with a high-end Japanese titanium wheel manufacturer
  • A gourmet Japanese food and beverage producer in locating and securing real estate in California
  • An innovative Japanese global educational start-up in establishing an employee stock option plan
Mergers & Acquisitions
  • A prominent Japanese online auction platform provider in its asset acquisition and expansion in Silicon Valley
  • One of Japan’s largest publishers in its joint venture with a publicly traded innovative Japanese IT company
  • One of the oldest privately held Japanese printing and marketing corporations in its acquisition of a U.S. printing company
  • A leading publicly traded Japanese freight-forwarder and shipping company in its acquisition of a U.S. company
  • A major Japanese life science and biotechnology corporation in its divestiture of assets to a Silicon Valley biotechnology company
  • A Japan-based internet media corporation in the sale of its Holland-based subsidiary to a Netherlands corporation and the closure of its U.S.-based subsidiary
  • The Japanese acquirer in the stock purchase of a prominent U.S. motorcycle parts distributor
  • A publicly traded Japanese medical device company in conducting M&A legal due diligence of potential target companies
  • A Japanese freight forwarder and its U.S. subsidiary in M&A matters and in obtaining its Federal Maritime Commission license
  • A publicly traded Japanese electronics components manufacturer in the divestiture of its Mexican manufacturing plant to a U.S.-based manufacture-operations corporation
Technology and Commercial Transactions
  • An innovative U.S. mobile media company in negotiating its licensing agreement with a significant Japanese telecommunications company and its purchase agreement with a publicly traded Japanese diversified telecommunications and internet provider
  • A major Japanese publisher and content holder in business development strategies and negotiations to license its content to several of Hollywood’s leading entertainment brands.
  • A prominent Japanese scientific products manufacturer as outside corporate counsel in IP disputes, employment matters, and contract negotiations
  • A TSE-listed Japanese diversified silicone products developer and supplier in settlement negotiations for patent infringement claims with a publicly traded German medical device company
  • A privately held Japanese premium rice producer in corporate compliance, trademark protection, and contract reviews
  • A publicly traded Japanese online game provider in defending its copyright infringement cases
  • One of Japan’s largest online auction platform providers in its license agreement with the largest U.S. service provider
  • A NASDAQ-listed U.S. fabless communication chip developer and provider of software products in its high-risk, high-stakes negotiations with several of Japan’s leading corporations
  • A U.S. publisher in its negotiations with Japanese publishers for license rights to publish their content in the United States
  • A publicly traded Japanese electronics components manufacturer in its business negotiations and drafting of patent licensing agreement with a major German medical equipment manufacturer
  • A prominent Japanese medical 3-D imaging software developer in its licensing transactions with companies throughout the United States
  • A Japanese mobile media marketing company in negotiating and drafting its license agreement with a U.S. advertising agency
  • A leading Japanese apparel manufacturer and retailer in developing its trademark portfolio
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