KTG TECHNOLOGY & INTELLECTUAL PROPERTY DUE DILIGENCE PRACTICE
At KTG, we recognize the importance of technology and the value it adds to modern corporations — not only the current economic value, but also the strategic value that carefully leveraged technology-based intellectual property can offer in the future. To this end, KTG's Technology & IP Due Diligence practice offers a comprehensive array of services ranging from creating intellectual property maps for an industry or technology domain, setting up and evaluating software clean rooms, to helping clients evaluate the technology and intellectual property of acquisition targets.
KTG professionals have interviewed senior management, evaluated the technology and patents, and charted the technology development processes of various companies that are targets of mergers and acquisitions. On many occasions KTG has been called upon by clients to evaluate technologies of acquisition targets that are the subject of litigation, to assess the technical merits of the litigation and advise the clients on the risks and opportunities associated with those technologies.
KTG professionals have also helped clients set up and/or evaluate software clean room development projects. A software clean room strives for verifiable independent development and, when implemented correctly, serves to develop source code that is free from a competitor's intellectual property. In this type of clean room, certain software developers are separated from the rest of the organization, including the specification writers. The developers inside the clean room are vetted to ensure that they have had no invalidating prior exposure or opportunity for exposure to the competitor's intellectual property. They are then provided with a functional specification and a carefully screened set of reference works. Using this information, the clean room developers design and write source code to implement the functional specification. All communications with the clean room must pass through the "filter" who ensures that no implementation details enter the clean room. A properly run clean room provides evidence of independent development that can be used to rebut allegations of copyright infringement or trade secret misappropriation. KTG principals have defined procedures and protocols that have been used in multiple clean room development projects, and have directed such projects. KTG has advised several organizations on clean room development procedures, including the US Federal Aviation Administration, Hughes Aircraft, and Honeywell. KTG principals have also acted as "filters" in a number of clean room projects organized around proven software clean room design principles. KTG has also been retained on numerous occasions to evaluate the quality and standards of other software clean room efforts.
KTG Technology & IP Due Diligence Services
KTG's Technology & IP Due Diligence Practice can help clients in many different ways:
- Provide technology and intellectual property due diligence services in mergers and acquisitions
- Audit intellectual property as well as the technology development processes that create intellectual property
- Assess IP and technology risk factors
- Create an Intellectual Property map of the client's or competitor's technologies
- Create a current Intellectual Property map in a specific technology domain
- Develop strategy for IP nurturing and protection based on human and technology assets of the client
- Help clients design around existing patents
- Educate developers and management on clean room development principles
- Evaluate the need for a clean room, establish the clean room design principles, implement the clean room, and certify the quality of implementation and adherence to the design principles
- Evaluate procedures, processes and output of other software clean room implementations