No.1, 2002 (Total:No.1) July 10th, 2002
"Haworth & Lexon Intellectual Property Law Newsletter" aims at introducing new cases and legal tendency in IP fields. All the comments do not mean the legal opinion of our firm and the firm does not have any legal liability for such comment. If you require any legal advice, we are willing to offer you considerate service. You can write E-mail to hl@hllawyers.com. If you have any interests and suggestions, or have any interests on some topics listed in this law newsletter, please contact with us.
Guidelines★ Use the prominent trademark as trade name; the court confirm that it is unfair competition ★ "WULIANGYE.COM" case has been decided by Asian Domain Name Dispute Resolution Center as the first case finished ★ Hubing & Hu Xuanhua Vs. Ericsson & Alcatel for patent infringement, and the initial court overruled the plaintiff's claims on May 16th★ The Case "Hu Xuanhua Vs. Motorola for patent infringement" is making headway★ The court in Tianjin firstly issued a preliminary injunction pursuant to Patent Law after amendment★ In the dispute of computer software's copyright the plaintiff got compensation for RMB 70,000 ★ In the dispute of EPR service fields, the plaintiff was returned RMB 7 million after conciliation Use the prominent trademark as trade name; the court confirm that it is unfair competition
The plaintiff of this case, HCG (China) LTD CO., wholly invested by Taiwan Hocheng Corporation, established in August 13th, 1993, is the sole permission trademark holder of the Chinese "HECHENG" and the English "HCG" in China. The defendant, Shanghai Hecheng Sanitary products LTD CO., is established in 2001.The cause of this case is unfair competition.
After reviewing the court ensured that the plaintiff had the right to enjoin others from utilizing trademark "HECHENG". Established after HCG (China) LTD CO., the defendant should acknowledge the plaintiff's preemptive right. Furthermore, within the same manufacturing fields and the same words as the name of its enterprise, the defendant has the attempt to thumb, which will lead the consumers to have such misunderstanding that the plaintiff and the defendant have certain connections and the products are from the same source. Such situation, adequate to confuse the consumer with the market subjects as well as the sources of goods, is a kind of unfair competition. Consequently, the court ordered the defendant to stop using the word "HECHENG" as the trade name any more.
"WULIANGYE.COM" case has been decided by Asian Domain Name Dispute Resolution Center as the first case finished
Sichuan Yibin Wuliangye Group brought the suit to ADNDRC Beijing office on April 25th, 2002. Canada Yibin golden net Technology LTD CO., the Respondent of this case, is involved in the dispute of genetic top-level domain name "wuliangye.com". The case was accepted on April 26th, and the process was started from April 27th.
With a partner of a certain law firm in Hong Kong as the sole panelist of this case, a decision was made that Sichuan Yibin Wuliangye won the case. The main reasons are as followings: the domain name "WULIANGYE.COM", held by Canada Yibin golden net Technology LTD CO., is identical with the registered trademark "WULIANGYE" owned by Sichuan Yibin Wuliangye Group; the latter corporation haven't legal rights and benefit on the domain name; furthermore, it has the malice of registering and utilizing the domain name. Thus the domain name "WULIANGYE.COM" is ordered to transfer to the complainant.
Appointed by ICANN on December 3rd, 2001, Asian Domain Name Dispute Resolution Center began to file cases from February 28th, 2002. ADNDRC is set up by CIETAC and HKIAC ranked as the fourth domain dispute provider in the world while as the first and only one in Asia.Hubing & Hu Xuanhua Vs. Ericsson & Alcatel for patent infringement, and the initial court overruled the plaintiff's claims on May 16th
The Second Intermediate People's Court finished the case, Hubing & Hu Xuanhua Vs. Ericsson & Alcatel for infringing patent right, on May 16th. The court rejected the claims by plaintiffs, Hubing and Hu Xuanhua.
The focus of this case is as following: whether the stokes of Chinese characters used in the above 2 companies' mobile phone message service infringe the patent held by Hubing and Hu Xuahua or not. (Above patent is called "keyboard locations and the screening information of entering stokes")
According to the equivalence principles in confirming patent infringement, the judge should compare the technology project used in the Alcatel and Erisson's subjects that are accused of infringing patent with the relative patent project. The objective is to find that if the methods, functions, result as well as the technological characteristic are identical or the same. If the answer is yes, then the utilized technology is developed on the basis of involving patent.
Although both parties in this case are in the same technology field, the resolutions, functions along with the results are different from each other. The technology project used in the accused subjects is not identical with the necessary technological characteristics of involving patent. On the other hand, the requirement of basically the same method, function and result has not been met. As a result, the court didn't support the plaintiff's claims.
The case "Hu Xuanhua Vs. Motorola for patent infringement" is making headway
Beijing People's High Court made a decision for the case, Hu Xuanhua & Dalian HanPu Technology LTD CO. Vs Motorola (China) Electronics LTD. for infringing patent, after hearing the case for nearly 2 years and collecting the advices from regarding legal experts on Mat 29th. It was ordered that 13 kinds of mobile phone's account books of Motorola (China) Electronics LTD. be sealed up in the judgment. Until now it is the first case that made a decision to close down the defendant's account books in Chinese citizens and Chinese enterprises Vs Multinational Companies. The above decision was delivered to the defendant on May 29th, and became valid immediately.
The court in Tianjin firstly issued a preliminary injunction pursuant to Patent Law after amendment
The plaintiff of this case is Dahu (Tianjin) Fresh Fruit Juice LTD CO., and the defendant is Tianjin Daheng Group LTD CO. The cause of this case is patent infringement dispute.
It is stated by the plaintiff that the bottle covers of Brazil orange juice (1 liter) and fresh orange juice (2 liters) along with the knob of juice bottle sold in Tianjin Tian Huanjia international trade LTD supermarket, which are the products of the defendant's, are identical with the plaintiff's products in the same field. However the above things' designs patents belongs to the plaintiff, who applied with patent in 2001 and then was approved by the Intellectual property Bureau. Therefore the defendant behavior is a kind of infringement act.
When the plaintiff brought the suit to the court, meanwhile he also asked the court to stop the defendant's infringement act immediately. Pursuant to the " Several Provisions of Supreme People's Court for the Application of Law to stopping Infringement of Patent Right Before Instituting Legal Proceedings", the court made a decision that the defendant immediately stop selling and manufacturing the regarding products. Furthermore, the court published notice that all the relative parties cease selling the relevant products listed in the decision via the news medias.
In the dispute of computer software's copyright the plaintiff got compensation for RMB 70,000
The plaintiff in this case is Empire Technology LTD CO., while the defendant is Shanghai San Rui LTD CO. One of the plaintiff's employees quit his job and leapt to the defendant's company. Before long defendant became to sell software "SR2000", which is quite familiar with "CHRW4", who's copyright belongs to the plaintiff. Therefore, the plaintiff brought the suit to the court against the defendant for infringing software copyright
After reviewing and examination, the court believed that there are identities in the 2 software's objective program, and there are many same mistakes occurred in both of them. However, the defendant refused to offer the source code for the court to make a judgment. Consequently Shanghai the Second Intermediate People's Court decided to support the plaintiff's claims according to the principles of burdening prove set forth in Civil Procedural Law. In another word, the "SR2000" of San Rui LTD CO is infringement software based on copying or partially copying and revising "DHRW4" which belongs to the plaintiff. The defendant is ordered to compensate the plaintiff for RMB 70,000.
In this case, Shanghai the Second Intermediate People's Court used the method of conjecture to confirm that the defendant should take the responsibility of tort. While judging a case, the court ensures the existence of a certain fact derived from a certain fact that has been known, relying on the law or experience rules. That is called the method of conjecture. "Some provisions on evidences in civil litigation" issued by the Supreme People's Court has included such method, and the above rules has entered into enforcement since April 1st, 2002. It is provided that if there is evidence indicating that the regarding party who have the evidence reject to offer it, and the above evidence will be unfavorable to him, the court can decide that the claims are supportable.
In the dispute of EPR service fields, the plaintiff was returned RMB 7 million after conciliation
The plaintiff of this case is Beijing Sanlu factory who produces "Dabao", and the defendant is former Legend Advance System Company. The above parties entered into EPR contract in March 1998. As the chief server, LDC Advance System Company is in charge of the system enforcement including the software, hardware as well as consultancy. The plaintiff was unsatisfied with the defendant's products along with the service during the contract period, and plaintiff has paid more than 1.4 million yuan to the defendant. Hence Beijing Sanlu factory brought the suit to the court after many times' negotiations. In the early 2002 both parties reached an agreement that the defendant paid RMB 2 million to the plaintiff, and the plaintiff returned the hardware as well as the software of the computer information system.
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杨春宝一级律师简介
杨春宝一级律师,大成上海高级合伙人、资本市场部主任、国资基金研究中心主任,大成中国区私募基金专业带头人、科技与文化法律研究中心联合牵头人。执业30余年,长期从事私募基金、投融资、并购重组法律服务,尤其对对赌研究颇深且具有非常丰富的实战经验,并专注于金融机构股权投资业务。2004年起多次入选The Legal 500"私募基金"和"公司与商业"等境内外各类律师榜单,代理的中国法院首例适用外国法律审理外国公司的董事损害小股东权益纠纷案入选上海高院发布的《上海法院域外法查明典型案例》和威科先行"要案头条"。入选上海涉外法律人才库、上海市司法局鼎新法治人才库、上海国有企业改制法律顾问团,具有上市公司独立董事任职资格,系多家知名高校的兼职教授或兼职研究生导师及上海市商务委跨国经营人才培训班讲师。出版《私募股权投资基金风险防控操作实务》等16本投融资法律专著。了解更多常见法律问题
投资并购中如何进行尽职调查?
投资并购尽职调查应涵盖以下方面:1)法律尽职调查——核查目标公司的设立及存续、股权结构、重大合同、知识产权、诉讼仲裁、劳动用工、合规经营等情况;2)财务尽职调查——审查财务报表、资产负债、收入结构、关联交易、税务合规等;3)商业尽职调查——分析行业前景、市场竞争、商业模式、客户供应商集中度等。建议委托专业律师和会计师共同进行,重点关注隐性债务、或有负债、知识产权权属瑕疵、劳动用工风险等潜在隐患。杨律师团队在投资并购领域具有丰富经验,可提供全流程法律服务。
公司并购有哪些法律风险?
公司并购主要法律风险包括:1)股权权属瑕疵风险——股权被质押、冻结或存在代持关系;2)隐性债务和或有负债风险——目标公司存在未披露的担保、保证、未决诉讼等;3)劳动用工风险——员工安置、补偿方案、社保欠缴等;4)知识产权风险——核心专利、商标、著作权的权属不清或存在侵权纠纷;5)反垄断审查风险——达到申报标准的并购需向国务院反垄断执法机构申报;6)税务风险——历史欠税、税务筹划不当等。建议在交易前进行全面尽职调查,并在协议中设置适当的陈述保证条款和赔偿机制。
并购交易中如何设计交易结构?
并购交易结构设计需考虑以下因素:1)股权收购vs资产收购的选择——股权收购继承目标公司全部权利义务(含隐性债务),资产收购可选择性收购但需办理资产过户手续;2)支付方式——现金支付(简单直接)、股权支付(换股收购,可延迟纳税)、混合支付(现金+股权+ Earn-out);3)分步交易安排——先收购部分股权,再根据经营情况决定是否收购剩余股权;4)税收筹划——合理设计交易结构以降低整体税负(如特殊性税务处理);5)风险分配机制——通过陈述保证、赔偿、托管、分阶段付款等方式分配风险。建议由律师、税务师和财务顾问共同参与设计。
以上内容仅供参考,不构成法律意见。如需专业法律服务,请联系杨春宝一级律师:chambers.yang@dentons.cn




