1 Robert Morrison Executive Director Desert Angels Tucson, AZ

2  Promote technologies with as much practical application as possible  If IP is pure science, it should have a short path to enhancing a new or existing commercial technology  Provide easily understood information about the technology, its application, and the market(s) for which it is intended  Provide as complete a picture as possible of the IP’s protection and any freedom to operate issues  Clearly describe the possible future relationship, if any, between the inventor and the IP’s purchaser or licensee

3 How VC’s and Angels Determine Value  Size of impact on intended application(s)  Acquirer's ability and cost of developing alternative technology with equal impact  Extent of IP protection  Extent of freedom to operate issues  Payment terms  Subsequent availability of inventor  Willingness of institution and inventor to modify or improve technology after transfer

4 How to “De-Risk” Your Technology  Bring its development as close to the acquirer’s needs as possible  Eliminate as many uncertainties as possible about the legal status of the IP and its application  Share in the risk as the technology is brought to market  Provide easy communication with the technology’s developer(s)  Be willing to provide future development if desired

5 VC/Angel Turn-Ons and Turn-Offs Turn-Ons  TTOs who understand VC/Angel perspectives  TTOs who will champion deals within the institution  Provide knowledgeable and consistent points of contact  Prepackage deals that make business sense Turn-Offs  Only concerned with benefiting institution  Make no effort to understand needs of VC/Angel  Showcase technologies with no possible commercial application  Inflexible with deal terms

6 What You Should Expect To Give Up  Rights to future improvements  Say in market development and direction  Possible loss of inventor(s) to acquirer

7 Why Attitude Matters  TTOs operate in a competitive environment  Seldom is technology so unique that alternatives don’t exist  Long term relationships with early stage investors can be very profitable for institutions  Appropriate attitudes lead to improved ease of doing business

8 How Inventors Can Help - Or Hurt  The more business savvy the better  Generally technology needs a willing mentor in its transition to commercial applications  An “Ivory Tower” mentality can be a deal killer  Frequently inventors are the best persons to optimize technology for its commercial adaptation

9 Having Your Ducks In A Row  Prepare an easily understood catalog of all available technologies  In descriptions of technologies provide a description understandable by a lay person that includes application and IP protection information  Provide defensible terms and conditions for acquisition of each technology  When possible, get buy-in of inventor

10 Trends in Start-Ups and VC Joint Ventures  VC/Angel participation in late stage development of technology before transfer  VC/Angel funding of development of desirable technology for more generous transfer terms  Greater inventor participation after transfer

11 Why “Less is More”  Some things more important than last nickel  Good working relationship with the VC/Angel ◦ license revisions (efficiently handled) ◦ placing future technologies (repeat customer)  Reputation of the TTO ◦ investors communicate among themselves ◦ Want TTO recognized as principled, reasonable and efficient  Pride of profession in “fair deal, well done”

12 Best Practices In Making A Realistic, Well-Researched Business Case  Transfer terms reflect an understanding of the markets appropriate for technology  Business case clearly describes state of technology and what, if anything, needs to be completed before technology can be used in the intended application  Terms are developed that at the outset reflect a fair trade for both parties