Value appropriation in business exchange: literature review and future research opportunities

Purpose – Value appropriation is a central, yet neglected aspect in business exchange research. The purpose of the paper is to generate an overview of research on active value appropriation in business exchange and provide the foundation for further research into value appropriation, as well as some initial guidance for managers. Design/methodology/approach – Literatures investigating value appropriation were identified by the means of a systematic review of the overall management literature. Findings – The authors provide an overview and comparison of the literatures and find that they apply diverse understandings of the value appropriation process and emphasize different mechanisms and outcomes of value appropriation. Research limitations/implications – Based on the literature comparison and discussion, in combination with inspiration from alternative business exchange literature, the authors propose four areas with high potential for future research into value appropriation: network position effects, appropriation acts and behaviors, buyer-seller relationship effects, and appropriation over time. Practical implications – Boundary spanning managers acting in industrial markets must master the difficult balance between value creation and appropriation. This review has provided an overview of the many managerial options for value appropriation and created knowledge on the effects of the various appropriation mechanisms enabling managers to secure company rents while not jeopardizing value creation. Originality/value – To the authors’ knowledge, this paper represents the first attempt at reviewing the management literature on value appropriation in business exchange. The authors provide overview, details, comparisons, and frame a research agenda as a first step towards establishing value appropriation as a key phenomenon in business exchange research.Chris Ellegaard, Christopher J. Medlin, Jens Geersbr

The Licensing Function of Patent Intermediaries

The contemporary patent marketplace is a complex ecosystem comprised of innovators and manufacturers who are often connected by a varied group of intermediaries. While there are a variety of intermediary business models—such as patent assertion entities and defensive aggregators—each facilitates a variant of a similar licensing transaction, connecting a set of patents held by a patent owner with a product or service offered by a prospective licensee. One explanation for the prevalence of intermediaries is that they engage in practices tantamount to arbitrage, acquiring patents and then licensing them at a profit because they enjoy greater success in patent litigation than patent holders would on their own. This paper advances an additional explanation: some intermediaries may serve a function analogous to a platform trading in non-exclusive licenses, overcoming search and valuation costs to facilitate licensing. This paper focuses on the use of two contract terms in intermediaries’ dealings with technology market participants: revenue sharing in patent acquisition and non-exclusive licensing. The Federal Trade Commission’s Patent Entity Activity Study reported that intermediaries used both of these terms. Building on those findings, this paper argues that intermediaries that use both provisions may, under some conditions, operate in a manner analogous to a two-sided platform. First, this paper examines how participants in a technology market would value non-exclusive licenses granted ex post, after the licensed product is already on the market. The paper argues that—in addition to the avoidance of litigation costs— the reduction of uncertainty can also drive licensee demand. Next, the paper proposes that use of revenue sharing allows patent holders to experience network effects from the number of prospective licensees accessed through the intermediary, which may make the intermediary more attractive than licensing unilaterally. Finally, this paper argues that the conduct of a patent licensing intermediary using these contract features can be analogized to the practices of other licensing intermediaries such as performing rights organizations and patent pools. These observations suggest that one explanation for the success of some intermediary models—as well as one aspect of their conduct that may influence competition in technology markets—is their ability to connect patent holders and prospective licensees with a greater number of potential trading partners than they would otherwise be able to connect with on their own

Strategy Meets Evolution : Games Suppliers and Producers Play

Final goods producers, who may be intrinsically honest (a behavioral type) or opportunistic (strategic), play a repeated game of imperfect information with suppliers of an input of variable (and non-verifiable) quality. Returns to cheating are increasing in the proportion of intrinsically honest producers. If producers compete for another scarce input, adverse selection reduces this proportion enough to enforce universal honesty, whether at a high or a low quality equilibrium. This mechanism limits the proportion of behavioral types in the population of producers over a wide range of parameters : despite their inability to compete with opportunists, they are not wholly wiped out due to the strategic response of input suppliers. Moreover, in equilibrium, opportunists must replicate the behavioral types behavior. Thus competition curtails the presence of the behavioral type but increases the incidence if its behavior. If a labor market, where skilled and unskilled labor coexist, is also endogenized, an honest equilibrium with both high and low quality will generally be reached; however an exclusively high quality equilibrium with unemployment of unskilled labor is also possible.moral hazard, evolution, strategic response, repeated games, skill

Value Creation and Value Claiming in Make-Or-Buy Decisions

Transaction value analysis (TVA) integrates the concepts of resourceheterogeneity and transaction cost economics into a single framework,which emphasizes both value creation and value claiming in firms'vertical integration decisions. Using a TVA perspective, we develophypotheses to explain the firm's intent to outsource applicationservices. A sample of 178 firms in the publishing and printingindustry in The Netherlands is used to test the hypotheses. This paperfinds that firms take both value-creation and value-claimingmotivations into consideration, with value creation having on averagea dominating impact, thus substantiating the TVA framework. However,we also find that if the risks of opportunism in outsourcingcontracting are high, value creation becomes the less important factorin make-or-buy decisions. Furthermore, the paper shows that the needfor flexibility is a major driver of governance choice forvalue-creation as well as for value-claiming motivations. Implicationsand future research directions are discussed.information technology;interorganizational strategy;make-or-buy decisions;outsourcing relationships;transaction value analysis

Double-Sided Moral Hazard, Efficiency Wages and Litigation

We consider a double-sided moral hazard problem where each party can renege on the signed contract since there does not exist any verifiable performance signal. It is shown that ex-post litigation can restore incentives of the agent. Moreover, when the litigation can be settled by the parties the pure threat of using the legal system may suffice to make the principal implement first-best effort. As is shown in the paper, this .finding is rather robust. In particular, it holds for situations where the agent is protected by limited liability, where the parties have different technologies in the litigation contest, or where the agent is risk averse

The Impact of Litigation on Venture Capitalist Reputation

Venture capital contracts give VCs enormous power over entrepreneurs and early equity investors of portfolio companies. A large literature examines how these contractual terms protect VCs against misbehavior by entrepreneurs. But what constrains misbehavior by VCs? We provide the first systematic analysis of legal and non-legal mechanisms that penalize VC misbehavior, even when such misbehavior is formally permitted by contract. We hand-collect a sample of over 177 lawsuits involving venture capitalists. The three most common types of VC-related litigation are: 1) lawsuits filed by entrepreneurs, which most often allege freezeout and transfer of control away from founders; 2) lawsuits filed by early equity investors in startup companies; and 3) lawsuits filed by VCs. Our empirical analysis of the lawsuit data proceeds in two steps. We first estimate an empirical model of the propensity of VCs to get involved in litigation as a function of VC characteristics. We match each venture firm that was involved in litigation to otherwise similar venture firm that was not involved in litigation and find that less reputable VCs are more likely to participate in litigation, as are VCs focusing on early-stage investments, and VCs with larger deal flow. Second, we analyze the relationship between different types of lawsuits and VC fundraising and deal flow. Although plaintiffs lose most VC-related lawsuits, litigation does not go unnoticed: in subsequent years, the involved VCs raise significantly less capital than their peers and invest in fewer deals. The biggest losers are VCs who were defendants in a lawsuit, and especially VCs who were alleged to have expropriated founders.

Double-Sided Moral Hazard, Efficiency Wages and Litigation

We consider a double-sided moral hazard problem where each party can renege on the signed contract since there does not exist any verifiable performance signal. It is shown that ex-post litigation can restore incentives of the agent. Moreover, when the litigation can be settled by the parties the pure threat of using the legal system may suffice to make the principal implement first-best effort. As is shown in the paper, this .finding is rather robust. In particular, it holds for situations where the agent is protected by limited liability, where the parties have different technologies in the litigation contest, or where the agent is risk averse.double-sided moral hazard; efficiency wage; litigation; contest; settlement

Negotiations in project sales and delivery process : an application of negotiation analysis

Project sales and delivery processes entail complex negotiations between client and contractor, as the details of the project are agreed upon during extensive interaction, often over a substantial period of time. Although very little research has been done on project negotiations as such, established research in the area of negotiation analysis provides a theoretically well-founded framework for studying project negotiations. This study applies the negotiation analysis framework to describe and analyze negotiations in the context of project sales and delivery processes. The body of this report first develops an understanding of the concept of negotiation and reviews the negotiation analysis approach. Second, the project sales and delivery process and its distinctive features are reviewed and their implications on negotiations in projects are analyzed. Third, the logic and concepts of negotiation analysis are used to describe and analyze a selected set of negotiation strategies available to either the client or contractor at different phases of a single project. The main results of the study include a conceptualization of the project sales and delivery process as a negotiation problem, and a qualitative description of selected negotiation strategies in terms of negotiation analysis. The concepts used (e.g. phases of negotiation, interests, issues, and best alternatives to a negotiated agreement) can be applied in practical settings for the purposes of training professionals and preparing for negotiations, and ultimately for transforming negotiation games in the favor of practicing negotiators

The Return of Bargain: An Economic Theory of How Standard-Form Contracts Enable Cooperative Negotiation between Businesses and Consumers

Among attorneys, judges, and legal academics, there is virtual consensus that the widespread use by business firms of standard-form contracts in their dealings with consumers has completely eliminated bargaining in consumer contracts. I believe that this perception is false, that rather than precluding bargaining and negotiation, standard-form contracts in fact facilitate bargaining and are a crucial instrument in the establishment and maintenance of cooperative relationships between firms and their customers. On this view, which I elaborate below, firms use clear and unconditional standard form contract terms not because they will insist upon those terms, but because they have given their managerial employees the discretion to grant exceptions from the standard-form terms on a case-by-case basis. In practice, acting through its agents, a firm will often provide benefits to consumers who complain beyond those that its standard form obligates it to provide, and it will forgive consumer breach of standard-form terms. Firms do this because they have an interest in building and maintaining cooperative, value-enhancing relationships with their customers. Were firms legally required to extend such benefits or forgiveness-as would result either from judicial invalidation of the tough standard-form performance terms or legislatively mandated generous standard-form performance terms-then both firms and their customers would be worse off