gradient circle (purple) gradient circle (green)

IP Due Diligence In Corporate Transactions 2015

IP Due Diligence In Corporate Transactions 2015

Total Credits: 6.5 (2.0 Professional Practice, 3.0 Skills, 1.5 Ethics). Attorneys admitted 24 months or less are not eligible to receive credit in Skills and Ethics via a program recording.

IP Due Diligence in Corporate Transactions, presented by the Intellectual Property Law Section, was recorded November 10, 2015.

Topics include:

  • Considering the deal
  • Asset review
  • Licenses
  • Drafting representations and warranties, indemnification obligations
  • Preparation of IP schedules, assignment and other IP-related documents
  • Ethical considerations

NYSBA Member price: $215 | Non-Member Price: $325
Intellectual Property Law Section Member Price: $125
Not a member of the Intellectual Property Law Section? Dues are only $30 per year with NYSBA membership. Join today to save on this program! (Join online or call the Member Resource Center at 800-582-2452, M-F, 8am-5pm)

 

1. CONSIDER THE DEAL

  • Basic IP Definitions
  • Type of Deal
  • Is it an IP-based Business?
  • Consider the Differing Positions of Buyer and Seller
  • Don't Forget the Lender
  • Talk to the Client

PANELISTS
Erica D. Klein, Esq., Kramer Levin Naftalis & Frankel LLP
Robin E. Silverman, Esq., Golenbock Eiseman Assor Bell & Peskoe LLP
Howard Feller, MMG Advisors, Inc.

2. ASSET REVIEW

  • Review of IP Portfolio (world-wide)
  • Review of IP-related Claims/Litigations
  • Assess Seller Software
  • Website/Privacy Issues

PANELISTS
Marc A. Lieberstein, Esq., Kilpatrick Townsend & Stockton LLP
Laurie J. Gentile, Esq., Nine West/The Jones Group
Stephen A. Holzen CLP, CVA, Stout Risius Ross
Gary A. Kibel, Esq., Davis & Gilbert LLP

3. WHAT ABOUT THE LICENSES?

  • Review of IP-related Licenses
  • Licenses In
  • Licenses Out

PANELISTS
Rita M. Odin, Esq., Estee Lauder Companies Inc.
Megan E. Bussey, Esq., Kilpatrick Townsend & Stockton LLP
Scott Sisun, Esq., Kelley Drye LLP
Katherine S. Gardner, Esq., Gunderson Dettmer

4. DRAFTING OF REPRESENTATIONS AND WARRANTIES; INDEMNIFICATION OBLIGATIONS (Part I) – NEGOTIATION OF REPS/WARRANTIES

  • Who is Making the Reps/Warranties?
  • Potential Exposure
  • The Definitions are Critical
  • Issues to be Addressed with Respect to Reps/Warranties/Limitations
  • When Things Go Wrong

PANELISTS
Victoria A. Cundiff, Esq., Paul Hastings Janofsky & Walker, LLP
David M. Klein, Esq., Quislex, Inc.

5. DRAFTING OF REPRESENTATIONS AND WARRANTIES; INDEMNIFICATION OBLIGATIONS (Part II) – FOLLOW-UP ON THE APA SPA – PREPARATION OF IP SCHEDULES, ASSIGNMENT AND OTHER IP-RELATED DOCUMENTS

  • Schedules
  • Copyright, Trademark, Patent and Domain Name Documents
  • Recordation of Assignments
  • Transfer of Files and Responsibility for Future Maintenance

PANELISTS
Victoria A. Cundiff, Esq., Paul Hastings Janofsky & Walker, LLP
David M. Klein, Esq., Quislex, Inc.

6. ETHICS: PRESERVING PRIVILEGE WITHOUT LOSING THE DEAL: AVOIDING WAIVER OF ATTORNEY-CLIENT PRIVILEGE DURING DUE DILIGENCE

  • Who is the Client?
  • Diligence Materials
  • Opinions of Counsel
  • What happens if information is discovered after the closing?

PANELISTS
Yitzy Nissenb

Non-Member Pricing: $315.00
Published Date:
  • November 10, 2015
Format:
  • Online On-Demand
Product Code:
  • VIPSPP15
Areas Of Professional Practice Credit(s):
  • 2.0
Ethics and Professionalism Credit(s):
  • 1.5
Skills Credit(s):
  • 3.0
Total Credit(s):
  • 6.5