Recorded Webinar: Not Just Peanuts: Intellectual Property Treatment and Transfer in Business Sales

Any sale of a business has its challenges, but when the business owns or includes intellectual property, it is essential that those assets are identified and appropriately managed to achieve the desired results. An important lesson on this front was learnt in the recent case involving the transfer of peanut butter trade dress from Kraft/Mondelez to Bega. This session will examine the key issues in treatment of intellectual property in business sales and provide drafting tips to meeting parties’ needs and expectations, including:

• A toolkit for conducting an IP audit and developing an inventory in preparation for a business sale
• Advising clients on what to do about unregistered IP assets: Kraft Foods Group Brands LLC v Bega Cheese Limited [2020] FCAFC 65
• Is it ever too late to register a trade mark?
• Tips for providing evidence of IP ownership and rights to a potential buyer
• Apportioning value to IP and financial consequences
• Structuring sale of business contracts for IP transfer including:
  • describing and delineating assigned IP
  • warranties, indemnities and personal guarantees
  • confidentiality and non-disclosure obligations
  • restraints
  • notification of registration following assignment
  • clear rights and responsibilities of the respective parties
• What to advise a purchaser following completion
• Lessons from the Kraft case and other cases for IP registration, transfer and clear contract drafting.