In most technology deals, the IP is the deal. Patents, source code, brands, and trade secrets are what you're actually paying for, so a vague representation that the seller "owns its intellectual property" isn't enough. We dig into the IP behind an acquisition, surface the problems that change your price or your terms, and tell you what needs to be cleaned up before you sign.
Finding Every IP Asset
You can't value or protect what you haven't located. We inventory the full set of IP assets in the target: issued patents and applications, registered and common-law trademarks, copyrighted code and content, trade secrets, domain names, and the contracts that grant or limit rights in all of them. Because our attorneys come from software engineering, we know where undocumented assets like internal tooling and open-source dependencies tend to sit, and we make sure they end up on the list.
Confirming Clean Ownership
Ownership of IP is only as solid as the paper trail behind it. We trace chain of title through assignments, employee invention agreements, and contractor and consultant contracts to confirm the target actually owns what it claims. Where we find gaps, like a key engineer or vendor who never assigned their work, we flag them and tell you how to close the hole through pre-closing assignments or post-closing covenants before they become your problem.
Spotting Liens And Restrictions
An asset the seller owns may still be tied down. We review existing licenses, security interests, joint-ownership arrangements, exclusivity grants, and pending or threatened litigation that could limit how you use the IP after closing. An exclusive license you didn't know about or a UCC lien against a core patent can quietly gut the value of the deal, so we map every encumbrance and explain its practical effect on your plans.
Sizing Up The Risk
Once the picture is complete, we tell you how worried to be. We assess validity and enforceability risk, freedom-to-operate exposure against third-party patents, and the likelihood of infringement claims, then translate that into terms you can act on: purchase price adjustments, escrows, specific indemnities, or walking away. You get a clear read on the real IP risk, not a checklist that buries the issues that matter.