Acquisition & Sale of Intellectual Property Rights

When acquiring or selling intellectual property rights, on a standalone basis or part of a larger transaction, key aspects are critical, such as the degree to which the corporation owns or has the right to use the intellectual property rights. Were all the rights properly assigned and waived ? Is there any lien or encumbrance affecting the IP? Any claim for infringement? You may also want to secure the access to source code of important software upon the occurrence of certain events of defaults via a Source Code Escrow Agreement. You also want to secure the proper representations and warranties, exclusion of liabilities, and disclaimers associated with such transactions.

• Acquisition of intellectual property;
• Sale of intellectual property;
• Valuations & Due Diligence;
• Others.