Effective Negotiation of IP Provisions in M&A Transactions: Avoiding Unresolved Issues
M&A transactions often require legal and financial disclosures to ensure security and avoid liabilities that may arise during the purchase. One of the most important considerations a buyer should take into account when it comes to such transactions is intellectual property (IP). Because the company being purchased already holds existing IP rights prior to its transfer, the purchaser's duty is to meticulously negotiate and investigate IP protection to avoid loopholes. Strategically, a purchaser must investigate any issue in every aspect of the ownership transfer for the transaction to be carried out successfully and free of legal liability.
In this LIVE webcast, a panel of distinguished professionals and thought leaders will help buyers understand the important aspects of this significant topic. They will provide an in-depth discussion of IP provisions in M&A transactions and will offer best practices to successfully negotiate such rights.
Key topics include:
- IP & M&A Transactions - When One Meets the Other
- IP Provision and Considerations
- Significant M&A Transactions in 2017
- Where Problems Arise
- Tips and Strategies to Successfully Negotiate IP
Karen Durell, D.C.L. (Ph.D.), Partner
Miller Thomson LLP
- The importance and focus of IP due diligence
- Considerations relating to IP reps and warranties in corporate transaction purchase agreements
- Issues relating to copyright in corporate transactions
- Issues relating to patents in corporate transactions
- Issues relating to trade secrets in corporate transactions
Darren Olivier, Partner
Adams & Adams
- Why you are at risk if you skip or skimp on an IP due diligence
- Tips for conducting an effective IP due diligence
- The importance of understanding the deal and risk profiles
- How an IP due diligence can strengthen your negotiating position
- How to manage costs
- Pre and post completion items
- Using technology effectively
- How an IP due diligence sits within an overall due diligence; managing teams
- Specifics to consider when important IP covers Africa or Africa is an important market
Who Should Attend:
- Merger & Acquisition Specialists
- M&A and Related Lawyers
- IP and Related Attorneys
- Copyright Consultants
- Patent Consultants
- Trademark Lawyers
- Other Related and Interested Professionals
Karen Durell is a partner of Miller Thomson LLP. She has practised intellectual property (IP) law for many years as an IP lawyer, Canadian patent agent, and U.S. and Canadian trademark agent. She assists organizations ranging from emerging businesses through to established corporations with respect to obtaining and managing their IP rights, and related strategies. Dr. Durell further works with organizations to identify and resolve IP issues that emerge in corporate transactions. Awarded her doctorate from McGill University’s Faculty of Law, Karen is widely published, and has delivered presentations and seminars on IP, ethics, and intellectual-asset management to a variety of and forums.
Karen Durell is a partner of Miller Thomson LLP. She has practised intellectual property (IP) law for many years as …
Darren Olivier has over 20 years of experience in brand protection and intellectual property commercialization gained in private practice and in industry. He is an IP adviser to the Zulu and Basotho royal families and sits on the editorial board of the University of Oxford’s Journal of Intellectual Property Law & Practice. He founded the Afro-IP blog which disseminates information on Africa IP. He also writes for IP Finance. He is a fellow of the South African Institute of Intellectual Property Law and dual qualified South African and English solicitor and European Trade Mark Attorney, and is a member of INTA, the Institute of Directors (South Africa) and the Chartered Institute of Trade Mark Agents (UK). He holds a B.Com LLB.
Darren Olivier has over 20 years of experience in brand protection and intellectual property commercialization gained in private practice and …
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Method of Presentation:
Experience in M&A and IP Law
NY Category of CLE Credit:
Areas of Professional Practice
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About Miller Thomson LLP
With close to 550 lawyers in 12 offices across Canada, Miller Thomson has the widest geographic coverage of any law firm in the country. Its clients include governments and government agencies, municipalities, universities, hospitals, commercialization organizations, corporations, financial institutions, entrepreneurs, small businesses, and not-for-profit organizations. The firm also works regularly with in-house counsel and external counsel worldwide to facilitate local, inter-provincial, cross-border and multinational transactions, as well as other business and litigation needs. Miller Thomson has one of the largest dedicated Intellectual Property (IP) practices in Canada. Its IP lawyers, patent agents and trademark agents have extensive experience assisting businesses of all sizes with all aspects of IP, including brand and portfolio management, trademark clearance and prosecution, patent drafting and prosecution, technology commercialization, IP litigation, marketing and advertising law, copyright and advice with respect to corporate IP strategies.
About Adams & Adams
Adams & Adams is an internationally recognised and leading African law firm that specialises in providing intellectual property and commercial services.
With primary office locations in South Africa and branches and associate offices in a number of African countries, our firm’s leadership position is reflected in the groundbreaking work we do, the valuable client relationships we have and the quality of our professionals.
Our more than 100 years of experience has given us a deep understanding of the legal environment within which we operate and of our clients’ needs. We believe in partner accessibility, and our clients are assured of excellent, practical advice and representation. We build and value relationships that withstand the test of time.
We have more than 200 professionals specialise in various legal and technical disciplines in intellectual property law, commercial and property law, and litigation. We proudly represent many of the world’s largest corporations and organisations, as well as small to medium-sized companies, and our 70 partners are established pathfinders and thought leaders in their respective practice areas.
Our Intellectual Property law practices work with clients around the globe and across many industries to protect, enforce and commercialise their intellectual property including trade marks, patents, copyright and designs.
Likewise, the our general commercial legal services practices boast competent and powerful teams that are purposed to represent clients in expertise areas such as commercial litigation, property services, public procurement, banking and finance, mergers and acquisitions, tax, franchising, personal injury, arbitration and dispute resolution, and technology, among others.