Intellectual property due diligence investigations should be conducted by a party any time a merger, acquisition (“M&A”) or investment is being considered. Intellectual property due diligence involves the gathering of information on the target party’s assets and liabilities, in order to assess the merits and risks of the transaction
Conducting business in the modern global economy offers great rewards, but involves risks, as well. Although companies can take a number of precautions to limit their risks in international business transactions, the primary legal tool for such purposes is the international business transaction agreement or contract. Examples of international business transaction agreements include: international sales contracts, international distribution agreements, supply agreements, intellectual property licenses, franchise agreements, development agreements, investment agreements, letters of credit, joint venture agreements, and others, as well as hybrids and combinations of these agreements.
A Terms of Use agreement or Terms and Conditions, as it is sometimes called, is an important part of an e-commerce website. A Terms of Use agreement is important for limiting the potential liability of website owners and operators, protecting intellectual property rights, and establishing other contractual terms or policies relating to the use of the site. A Terms of Use agreement can also serve as an important marketing tool by setting the tone and providing information about the substance of the website.
Today’s online companies face a multitude of legal issues related to their online presence. These unique and novel issues have given rise to the emerging legal field of eCommerce and Internet Business law.
An Australian man and his company have been indicted today by a federal grand jury in the District of Columbia for conspiring to export sensitive military and other technology from the United States to Iran, including components with applications in missiles, drones, torpedoes, and helicopters.
The five-count indictment charges David Levick, 50, an Australian national, and his company, ICM Components Inc., located in Thorleigh, Australia, each with one count of conspiracy to defraud the United States and to violate the International Emergency Economic Powers Act (IEEPA) and the Arms Export Control Act; as well as four counts of illegally exporting goods to an embargoed nation in violation of IEEPA; and forfeiture of at least $199,227.41.
Levick, who is the general manager of ICM Components, remains at large and is believed to be in Australia. If convicted, Levick faces a potential maximum sentence of five years in prison for the conspiracy count and 20 years in prison for each count of violating IEEPA.
According to the indictment, beginning as early as March 2007 and continuing through around March 15, 2009, Levick and ICM solicited purchase orders from a representative of a trading company in Iran for U.S.-origin aircraft parts and other goods. This person in Iran, referenced in the charges as “Iranian A,” also operated and controlled companies in Malaysia that acted as intermediaries for the Iranian trading company.
The indictment alleges that Levick and ICM then placed orders with U.S. companies on behalf of Iranian A for aircraft parts and other goods that Iranian A could not have directly purchased from the United States without U.S. government permission Among the items the defendants allegedly sought to procure from the United States are the following:
According to the charges, Levick and ICM, when necessary, used a broker in Florida to place orders for these goods with U.S. firms to conceal that they were intended for transshipment to Iran. The defendants also concealed the final end-use and end-users of the goods from manufacturers, distributors, shippers and freight forwarders in the United States and elsewhere, as well as from U.S. Customs and Border Protection. To further conceal their efforts, the defendants structured payments between each other for the goods to avoid restrictions on Iranian financial institutions by other countries.
The indictment further alleges that Levick and ICM wired money to companies located in the United States as payment for these restricted goods. Levick, ICM and other members of the conspiracy never obtained the required licenses from the Treasury or State Department for the export of any of these goods to Iran, according to the charges.
In addition to the conspiracy allegations, the indictment charges the defendants with exporting or attempting to export four specific shipments of goods from the United States to Iran in violation of IEEPA. These include a shipment of 10 shock mounted light assemblies on Jan. 27, 2007; a shipment of five precision pressure transducers on Dec. 20, 2007; a shipment of 10 shock mounted light assemblies on March 17, 2008; and a shipment of one emergency floatation system kit on June 24, 2008.
SOURCE: BIS
The United States exported $180.8 billion in goods and services in January 2012, an increase of more than $1 billion over December 2011, according to data released today by the Bureau of Economic Analysis (BEA) of the U.S. Commerce Department. Exports of goods and services over the last twelve months totaled $2.118 trillion, which is more than 34 percent above the level of exports in 2009. Over the last twelve months, exports have been growing at an annualized rate of 15.3 percent when compared to 2009, a pace greater than the 15 percent required to double exports by the end of 2014.
A recent report also found sales grew by more than 11 percent in 2010, the fastest growth since 1997. In terms of job creation, the number of U.S. total export-supported jobs increased by almost 6 percent in 2010, even as the overall economy was still losing jobs. Further, large metropolitan areas powered the nation’s export growth – the largest metro areas produced almost 65 percent of the U.S. export sales in 2010.
Over the last twelve months, the major export markets with the largest annualized increase in U.S. goods purchases were Turkey (40.7 percent), Panama (37.9 percent), Argentina (34.0 percent), Honduras (32.9 percent), Chile (30.2 percent), Hong Kong (30.2 percent), Peru (29.0 percent), South Africa (27.6 percent), Brazil (26.7 percent), and Guatemala (25.6 percent).
In the first quarter of fiscal year 2012, Ex-Im Bank approved $4.26 billion in authorizations, supporting approximately 37,000 American jobs. Over $789 million in export financing was authorized for small businesses, and the number of small business customers increased by 10% over the same quarter in 2011.
SOURCE: US Ex-Im Bank