Cha & Kwon Law Offices advised a client engaged in a virtual asset-related business by providing a legal review of a partnership agreement proposed by an overseas business operator.

The agreement was structured as a partnership arrangement premised on the expansion of use of virtual asset-related services and the allocation of revenues generated therefrom. The draft agreement had been prepared and presented by the counterparty.

The key issue was to assess whether the risks and obligations to be borne by the client were appropriately balanced, as the client’s contractual status and authority, revenue settlement terms, and allocation of liability were structured in a manner favorable to the counterparty.

Cha & Kwon Law Offices reviewed the overall contractual risks, focusing on the client’s contractual position and scope of authority, the calculation, payment, and adjustment of revenues, the balance of indemnification, exemptions, and limitations of liability, intellectual property rights and confidentiality obligations, as well as governing law and dispute resolution mechanisms.

As a result, we identified provisions that could operate unfavorably against the client, explained the practical impact of each provision on actual business operations, and advised on the provisions that required negotiation or revision. We also provided guidance on the procedural burden arising from the designation of a foreign jurisdiction as the venue for dispute resolution.

Cha & Kwon Law Offices provides contract review and advisory services for agreements involving cross-border elements by carefully assessing the actual risks borne by clients and identifying available grounds for negotiation.