Biotechnology legal issues involved in technology transfer and new Assignment

Biotechnology legal issues involved in technology transfer and new venture formation - Assignment Example Another legal issue is the registration of the patents or the transfer of the patents’ ownership with the Office of Intellectual Property in the relevant jurisdiction. Contracts will also have to be drawn up between Bio Vacc Ptty Ltd and RMIT for the vaccine project and between Bio and Protein Solutions and Firefly Australia with respect to their joint ventures. Contracts of employment or simple contracts including confidentiality covenants will also be necessary with respect to the students involved in research. This paper examines the various legal issues involved in the transfer of technologies in the arrangements spearheaded by Bio Vacc with a view to accommodating the interests of the parties and any other relevant stakeholders particularly with reference to the patents involved. This is necessary as the parties to the arrangements are only some of the important stakeholders. Other stakeholders who are not parties to the arrangements may have interests that conflict with the commercial and/or scientific interests of the contracting parties.1 The Consequences of the Spin-off A spin-off is the creation of a new organization which is founded on the resources of the parent company or organization.2 This means that the Bio Vacc is essentially a new and independent organization that originated from RMIT. To put it another way, RMIT is commencing a new venture formation via Bio Vacc. The parent company which is RMIT in this case typically forms the new company which is Bio Vacc in this case, to facilitate technology transfer.3 Four legal issues are involved in this spin-off process. First there is the rights and obligations of the parent organization that transfers the technology (patents). Secondly, there is the stage where the technology transfer can actually start. Thirdly, the rights and obligations of the spin-off company that is attempting to form a new venture out of the technology. Finally there are the rights and obligations of the investor who pr ovides funding.4 The roles of each of the actors are best understood by the definition of spin-offs. To this end, Boehm defines a spin-off as: A new company formed (1) by individuals who were former employees of a parent organization, and (2) which is based on a core technology that is transferred from the parent organization.5 In the context of a university spin-off, Boehm describes the spin-off as a founded by a former member of the faculty, or staff member, or even a student who departs from the university for the purpose of starting an organization or starting a company while â€Å"still affiliated with the university†.6 The university spin-off may also be a â€Å"technology or technology-based idea development within the university†.7 The main legal issues are therefore the limits and extent of the use of new technology for the new venture formed by Bio Vacc. In this case the new technology is the two vaccine patents. A second legal issue is the limits and extent to which university research members will participate in the new venture of Bio Vacc. Bio Vacc is essen