Industries
U.S. Legal Counsel for Manufacturing Businesses
Manufacturers, OEMs, and cross-border production businesses on tooling, supply, exclusivity, IP and brand licensing, and supply-chain risk allocation.
Overview
Industry Overview
Manufacturing companies — including OEMs, contract manufacturers, and businesses with cross-border production operations — operate in a contracting environment shaped by tooling investment, supply commitments, quality specifications, and intellectual-property licensing. The principal agreements address who owns tooling and IP, how supply continuity and quality are assured, and how risk is allocated across the production and distribution chain.
Cross-border manufacturing introduces additional issues: currency exposure, logistics, customs, CISG applicability, and coordination with foreign counsel on local-law requirements. Corporate structuring work supports manufacturing operations, holding-company and subsidiary arrangements, and cross-border expansion of production activities.
Legal Issues
Typical Legal and Commercial Issues
Tooling ownership and investment
Who pays for tooling, who owns it during and after the relationship, and what happens to tooling if the manufacturer is replaced or the relationship terminates.
OEM and contract manufacturing scope
What manufacturing obligations apply, how product specifications and quality standards are defined, and how non-conforming goods are handled.
Supply commitments and forecasts
Whether minimum purchase obligations apply, how forecasts bind the parties, what lead times are required, and what happens when orders deviate from forecast.
IP, trademark and brand licensing
Who owns product-related IP, how trademarks and brands are licensed for manufacturing and sale, and what quality-control rights the brand owner retains.
Exclusivity and territory
What exclusivity scope applies, how territory is defined, whether exclusivity is conditioned on performance, and what happens if performance thresholds are not met.
Cross-border supply-chain risk
How CISG applicability, currency exposure, logistics, customs, and local-law compliance are addressed, and how liability is allocated for cross-border supply disruption.
Experience
Selected Representative Experience
Asia Factory Tooling, OEM Manufacturing and Trademark License
Advised on coordinated tooling, OEM manufacturing and trademark-license documentation for a U.S. hardware business working with an Asian factory, focusing on tooling ownership, manufacturing obligations, quality, intellectual-property rights, brand use and supply-chain risk allocation.
China Manufacturer Exclusivity Agreement
Reviewed an exclusivity arrangement between a U.S. company and a Chinese manufacturer, focusing on exclusivity scope, performance obligations, supply terms, intellectual-property protection and termination.
Private-Label Product Agreement
Reviewed a private-label agreement for a consumer-product business, focusing on product specifications, branding, intellectual property, manufacturing obligations, warranties and commercial risk allocation.
Representative matters are anonymized and provided for informational purposes only. Prior results do not guarantee a similar outcome. Attorney Advertising.
Practice Areas
Related Practice Areas
Publications
Related Insights
Commercial Contracts
Liability Caps in Commercial Contracts: Allocating Risk Between Parties
Liability caps allocate negotiated commercial risk through defined cap measures, damages exclusions, tailored carve-outs, super-caps, indemnities, and separate limited remedies.
Daehoon Park · May 29, 2026
Cross-Border Transactions
Cross-Border Manufacturing Agreements: Structuring International Production
Cross-border manufacturing agreements should connect specifications, forecasts, sourcing, delivery terms, IP rights, regulatory duties, remedies, and exit planning. The applicable legal and compliance framework depends on the products, countries, supply chain, and contract structure; the CISG does not automatically govern every manufacturing arrangement.
Daehoon Park · May 13, 2026