IP Considerations and Cyber Due Diligence in M&A Transactions

Esther Michelle Tyde | Kilpatrick Townsend

Michelle Tyde, Counsel with Kilpatrick Townsend, specializes in the areas of Intellectual Property and Technology.

She assists clients in monetizing a full spectrum of intellectual property assets, including patents, trademarks, technology, and know-how, by structuring, drafting, and negotiating agreements to develop, license, acquire, and transfer such assets. Ms. Tyde combines her extensive intellectual property experience with keen negotiating and drafting skills in complex IP and technology transactions. Her industry experience includes IoT, financial services, telecommunications, technology, healthcare, consumer products, cloud computing, and digital media.

Ms. Tyde has taught Contract Drafting at Emory Law School as an adjunct professor. She was recently recognized by The Best Lawyers in America® in 2023 for her work in Commercial Transactions, IT Outsourcing Law, Privacy and Data Security Law and Technology Law. Ms. Tyde has also had the distinction to be awarded the Linn Inn Alliance Distinguished Service Medal by Judge Richard Linn.

Cynthia Cole | Baker McKenzie

Cynthia Cole is an Intellectual Property Partner in Baker McKenzie’s Palo Alto office, as well as a former CEO and General Counsel. Before joining the Firm, Cynthia was Deputy Department Chair of the Corporate Section in the California offices of Baker Botts where she built the technology transactions and data privacy practice. An intellectual property transactions attorney, Cynthia also has expertise in digital transformation, data privacy, and cybersecurity strategy.

She advises clients across a wide range of industries including Technology, Media & Telecoms, Energy, Mining & Infrastructure, Healthcare & Life Sciences, and Industrials, Manufacturing & Transportation. Cynthia has deep experience in complex cross-border, IP, data-driven and digital transactions, creating bespoke agreements in novel technology fields. She acts as outside general counsel to a number of executive teams and boards of directors.

Rachel Ehlers | Baker McKenzie

Rachel Ehlers is a partner in Baker McKenzie’s Intellectual Property and Technology Practice Group, based in the Firm’s Houston office. Throughout her early career, Rachel served in multiple in-house legal and compliance roles, including chief compliance officer and chief privacy officer, and has provided guidance and training to multinational companies globally.

She also served as a foreign service officer with the U.S. Department of State, and is recognized by the International Association of Privacy Professionals as a Privacy Law Specialist and a Certified Information Privacy Professional.

Session I – IP Considerations In M&A Transactions | 12:50pm – 1:50pm

• Conducting IP Due Diligence | 12:50pm – 1:00pm
• Identifying issues that affect the value of the IP | 1:00pm – 1:10pm
• IP versus Technology | 1:10pm – 1:20pm
• Data Protection and Privacy Issues | 1:20pm – 1:30pm
• Considerations for drafting and negotiating IP Representations and Warranties and Indemnities | 1:30pm – 1:40pm
• Key Disclosure Schedule Issues Concerning IP | 1:40pm – 1:50pm

Break | 1:50pm – 2:00pm

Session II – Cyber Diligence in M&A Deals | 2:00pm – 3:00pm

• Current trends across the M&A and threat landscapes | 2:00pm – 2:15pm
• Identifying, understanding, and evaluating cyber risks in an acquisition | 2:15pm – 2:30pm
• Key focus areas to address as part of the diligence process | 2:30pm – 2:45pm
• Practical tips to mitigate risks and consequences for both buyers and sellers | 2:45pm – 3:00pm