What is due diligence?

Intellectual property due diligence is the process by which the quality, validity, scope and status of any intellectual property rights can be determined in a commercial transaction. For instance, without conducting an intellectual property due diligence review, after the purchase and sale of a business you may find out that the:

  • domain name is in the name of an ex-employee;
  • trademarks are being used but not registered;
  • business is being sued for trademark infringement for which the new owner is now responsible; or
  • copyright, hence the ownership, in and to the purchased website belongs to someone else.

For these reasons, as commercial transaction and business lawyers, we recommend conducting a due diligence review before buying any intellectual property-based asset or business. The results may justify pursuing, withdrawing, or renegotiating the commercial transaction price. In other words, due diligence ensures ‘you know what you are getting’ – including both the good, and sometimes, the ‘less so’.

Due diligence is akin to the old adage, ‘an ounce of prevention is better than a pound of cure’. That is, it is better to check, then find out ‘unwanted surprises later’, and possibly even prevent litigation (which is costly, time-consuming, and stressful).

As transactional intellectual property lawyers, we are here to ensure that as a business, you get what you want and anticipate from a deal. From mergers and acquisitions, venture capital funding to royalty deals, we conduct due diligence reviews and provide advice on the acquisition, protection, management and leveraging of intellectual property related assets to generate revenue. Contact our business lawyers based in Ottawa and Toronto today for assistance.