The earn-out dispute begins at the drafting stage
Most earn-out arguments are not about performance. They are about who controls the business during the earn-out period, and what the accounts are permitted to say.
Advisory, transactional, and contentious legal services across commercial disputes, intellectual property and patents, mergers and acquisitions, and corporate law.
Contact the FirmThe Practice
JIP Law is a commercial legal practice. The firm advises on disputes and arbitration, intellectual property and patents, mergers and acquisitions, corporate and commercial arrangements, banking and restructuring, and employment and regulatory compliance.
Most commercial problems do not respect those categories. An acquisition turns on a patent that was never properly assigned; a shareholder dispute turns on a clause drafted years earlier; a restructuring turns on a security package nobody re-read. Running these areas as a single practice means the context does not have to be rebuilt each time a matter moves.
The practice is partner-led and deliberately selective. Matters are handled directly by senior counsel and, where a jurisdiction requires it, in coordination with appropriately licensed local lawyers and specialist counsel.
Practice Areas
Each area is run as part of a single practice rather than a referral chain, so the counsel who negotiates the agreement is the counsel who argues it.
Contractual and shareholder disputes, international arbitration, injunctive and interim relief, and the cross-border enforcement of judgments and awards.
Read morePatent strategy and infringement proceedings, trade mark portfolios and oppositions, trade secrets, licensing, and portfolio audits for transactions.
Read moreShare and asset deals, legal due diligence, warranties and indemnities, joint ventures, buy-outs, and post-completion earn-out disputes.
Read moreGovernance and shareholder arrangements, supply, distribution and licensing agreements, commercial terms, and directors' duties.
Read moreLending facilities and security packages, acquisition finance, debt restructuring, insolvency advisory and creditor representation.
Read moreSenior employment agreements, restrictive covenants and team moves, employee inventions, investigations, and regulatory compliance programmes.
Read moreIndustries
Legal counsel is only as good as its grasp of the commercial setting it is given. These are the sectors the practice knows well enough to be useful quickly.
Licensing and SaaS terms, IP ownership, open-source exposure, and transaction diligence.
Facilities and security packages, portfolio transactions, team moves, and regulatory compliance.
Designs and tooling ownership, supply and distribution agreements, and supply-chain disputes.
Patent strategy, research collaborations, institutional licensing, and confidentiality regimes.
Trade mark portfolios, franchising and distribution, parallel imports, and enforcement.
Joint ventures, long-form construction contracts, variation and delay claims, and arbitration.
A Standing Principle
“Advice that acknowledges uncertainty where it exists, and avoids overstatement of prospects or outcomes.”Measured counsel · JIP Law
Insights
Most earn-out arguments are not about performance. They are about who controls the business during the earn-out period, and what the accounts are permitted to say.
Seat, institution, language and scope get settled in a clause nobody negotiates. The consequences arrive years later, usually at the enforcement stage.
Ownership gaps and freedom-to-operate risk rarely stop a deal. They move the price, the warranty package and the indemnity cap — if they are quantified in time.
Offices
Two offices across the region. Visits are by appointment, and matters are run from whichever office sits closest to the client and the counterparty.
Enquiries
Initial enquiries are reviewed before engagement details are shared. Everything you send is treated as confidential, and no solicitor-client relationship is created by making contact.
Contact the Firm