Gap fillers and fiduciary duties in strategic alliances

Strategic alliances are proliferating due to economic changes, especially globalization and the rising importance of technology. Although strategic alliances are not new, their growth challenges the law of business associations, the main task of which is to supply default rules (or "gap fillers") and fiduciary duties. Strategic alliances comprise many relationships (including joint ventures, franchises, dealerships, licenses, and strategic investments that share some common features, but they vary in important respects and they all differ from the statutory business forms, like corporations, partnerships, and limited liability companies. In particular, alliances are often used when a relationship is too complex to be spelled out in detail by contract. In such cases trust and cooperation are essential, and the law can deeply influence the ability of the allies to create and maintain trust and cooperation. This Article marks an initial effort to determine which gap fillers and fiduciary duties will promote the success of strategic alliances, which is now crucial to national and international economic growth.