Valuation and Technology Negotiation

Valuation and Technology Negotiation

1. Unit 1: intellectual property

   • Forms of intellectual property
     • Intellectual property rights (IPRs) are rights governed by statute that provide individuals with a right to prevent others from exploiting or abusing their intellectual creations. (McManus, 2012)
     • Patents
       • A patent is a legal title granted to an applicant for protection of an invention. It is a registerable form of IP. (McManus, 2012)
       • Patent Cooperation Treaty
         • The PCT application, also referred to as an ‘international patent application’, provides for a single patent application being filed at a single receiving office, in one language and in accordance with one set of rules. (McManus, 2012)
         • European Patent Convention
           • The European Patent Convention (EPC) is another international patent treaty
             • • Group 1: Those states having an official language in common with the three official languages of the EPO (English, French and German)
             • • Group 2: Those states whose official language is none of the three EPO languages
           • Requirements for a Patent
             • The invention must be novel (new); It must involve an inventive step (not obvious); It must be capable of industrial application; and It must not fall into the ‘excluded’ category for non-patentable matter.
     • Copyright
       • Copyright is a form of IP designed to protect the rights of a creator of literary and artistic works, computer programs and databases. It does not provide protection for the ideas, concepts or inventions in these works per se. (McManus, 2012)
       • TRADE MARKS
         • A trade mark is the symbol by which the goods of a particular manufacturer or trader can be identified and distinguished from the goods of others. (McManus, 2012)
         • DESIGN RIGHTS
           • System for protection of industrial designs associated with the ‘artistic’ or ‘aesthetic’ features of a design. (McManus, 2012)
           • SECRET KNOW-HOW
             • ‘know-how’ and ‘trade secrets’ can be just as valuable a piece of IP as a patented technology. (McManus, 2012)

2. Unit 2: Technology valuation

   • At valuation of intangibles assets are analyzed the risk, uncertainty, potential benefits and flexibility, these determine the economic value of new technologies. (Triana, 2017)
     • Situations of business by Contractor (cited by Triana)
       • A company sale
       • A company merger
       • Sale, purchase, or licensing assets such as brands, patents, copyrights, data bases, or technology.
       • Corporate alliances
       • Research and development management
       • Valuation methods for new technology
         • Traditional methods
           • Cost approach: estimates the cost of recreating the future benefit of technology being valuated, assuming this value to be the future returns from the technology (Triana, 2017)
             • Discounted cash flow: estimates future cash flows, taking into account the time value of money. (Triana, 2017)
         • Untraditional methods
           • Real options: takes into account the upside potential, because of uncertainty can sometimes be a source that creates value, especially to those who can take advantage of it. (Triana, 2017)

3. Unit 3: Technology negotiation

   • Technologic contracts: Behar & Yañez (cited by Triana, 2017), Technologic contracts become a technological relationship, in which rights and obligations are created, transmitted, modified or extinguished to trade technologic objects.
     • Software contract
       • Commercial software: software bought in stores with an established contract form that can’t be modified: Shrink Wrap, Click Wrap, Browse Wrap. (Triana, 2017)
       • Customized and specialist software: computer programs and platforms created specifically to meet the needs and specific processes of an organization: Contract to grant a license for using the specialized and customized software: Turnkey contract; Contract to supply Software implementation services; Contract to supply Software maintenance services; Contract to supply Software development services. (Triana, 2017)
     • Hardware contract
       • Triana (2017), says that the Hardware contracts are easier to define given that there is a tangible object to trade. The following are the most common contracts: Contract of sale; Contract of test and purchase; Contract of lease; Contract of financial lease.
     • Licensing
       • Licensing agreement
         • Ryder, R. D., & Madhavan, A. (cited by Triana, 2017), in order to define the scope of a license in a technology negotiation, it is necessary to define the following ítems: The element of property to be licensed; The entity to whom the property is being licensed; The geographic extent of the license; The commercial extent of the license; The duration.