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Intellectual Properties (IP) Due Diligence / IP Strategy

 
With IP due diligence the Notos attorneys analyze and evaluate the property right (patents, trademarks, copyright rights, designs) as existing and licensed in a company as well as its know-how in both quantitative and qualitative terms. Here and in particular we also consider how and where the IPs are registered and documented as well as how they are safeguarded and defended in legal, organizational and technical terms. With licence contracts we examine in particular what chances for earnings can be set against which investment and liability risks

Such an IP due diligence procedure is aimed at establishing the intrinsic value of technology-based and knowledge-based companies.

Typically, IP due diligence concerns companies which should be sold totally or in part (IPO, share-deal or asset-deal; venture capital; private equity). Generally, our examination is commissioned by the potential purchaser (or, as the case may be, its bank and advisors) but sometimes also by the target company and in the latter case in particular when this company is searching for a purchaser and would like to address a number of potential, interested parties. However, an IP due diligence procedure is also appropriate when outside capital should be taken up from a bank.

Account has to be taken in the case of patents that the ownership of a patent in itself does not give the entitlement to manufacture the patented product or to use the patented process. For this reason it is often necessary to check the freedom from defects in title (or "freedom to operate") of innovative products.

Here we focus our attention on the following questions:

  • Does the company in fact possess the (sole) right to the patent?
  • Is the patent legally valid?
  • How long is the residual term of the patent?
  • Is the patent being attacked by third parties?
  • Have licences or other rights to the patent been granted to third parties?
  • What is the territorial scope of the patent protection?
  • Does the patent protect the company's own product?

With trademarks, corporate identifiers and title (signs) our analysis is focussed in particular on the following:

  • Does the company in fact possess the (sole) right to the sign?
  • Is the sign legally valid?
  • Is the trademark used to maintain rights?
  • Is the sign being attacked by third parties?
  • Have licences or other rights to the sign been granted to third parties?
  • What is the territorial scope of the sign protection?
  • Does the portfolio of signs protect all the products and services offered?
  • Have delimitation and prior-rights agreements been reached which significantly limit the entrepreneurial freedom of the target company?
Printed from: http://www.notos.de/en/spezialisierung/ip-due-diligence .
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