Cooperation between OEMs and start-ups – legal protection is crucial

However, such partnerships are complex from a legal perspective: different corporate cultures, asymmetrical distribution of resources, and technological protection requirements call for tailor-made legal models. 

1. What forms of cooperation are there? 

Choosing the right form of cooperation is crucial to the success of the collaboration. In practice, various models have become established: 

• Strategic investment: The OEM invests financially in the start-up, often through a corporate venture unit. 

• Project-based cooperation/contract joint venture: Joint development of a product or service on a contractual basis. 

• Joint venture: Establishment of a joint company with a clear governance structure. 

• Accelerator programs: Support for the start-up through infrastructure, mentoring, and access to markets. 

Each model has different legal requirements – from corporate law issues to IP and data protection issues. 

2. How can IP and know-how be protected? 

A key issue in any cooperation is the protection of intellectual property. Start-ups often have technological know-how that is not protected or only partially protected. OEMs, on the other hand, contribute development resources and market access. 

Important points to consider are: 

• Clear allocation of background and result IP rights 

• Licensing models for the use of joint developments 

• Confidentiality agreements (NDAs) with sufficient scope and duration 

• Protection against unwanted know-how leakage through employee turnover or third-party contractors 

In agile development processes in particular, it is important to manage IP issues not only in the contract, but also at the operational level. 

3. What are the labor law and regulatory aspects? 

Cooperation also raises labor law issues, for example, in the case of shared use of personnel or secondments. Here, it is important to avoid bogus self-employment and concealed temporary employment. 

In addition, regulatory requirements must be observed: 

• Data protection obligations when processing test data 

• Export control law for international technology transfers 

• Product liability and compliance for joint developments 

Early involvement of legal, HR, and compliance departments is therefore essential. 

4. What needs to be considered in terms of governance and exit provisions? 

A clear governance structure is crucial, especially for longer-term collaborations. This includes: 

• Decision-making processes and escalation mechanisms 

• Reporting and control rights 

• Regulations governing the termination of the cooperation (exit clauses, call/put options, IP reversion rights) 

A common mistake in practice is the lack of an exit scenario, which can result in failed collaborations ending up in legal disputes. 

Conclusion: Legal certainty as a factor for success 

Cooperation between OEMs and start-ups is a key component of future mobility. For it to be successful, not only technological and cultural openness is required, but also a solid legal foundation. Establishing clear rules at an early stage protects innovations, minimizes risks, and creates trust. 

Are you planning a collaboration with a start-up or an OEM, or would you like to have existing models reviewed from a legal perspective? Our interdisciplinary team supports you in structuring, drafting contracts, and implementation – in a practical, scalable, and future-proof manner.