Intellectual Property is a right assigned to certain identifiable intangible assets.  Intellectual Property is usually classified as Patents, Trademarks, and Copyrights.  The owner of Intellectual Property has the right to control and collect royalty for its use under license.

Goodwill is the excess of the purchase price of an acquired business over the amount assigned to its stockholder's equity and assumed liabilities.  Intangible assets must be identifiable in order to be separable from goodwill and be classified as Intellectual Property.

See FASB Statement No. 142, Goodwill and Other Intangible Assets (June 2001):  www.fasb.org