Their lawyers will look.
Get there first.
IP due diligence for startups, run from your side of the table: we find the assignment gaps, title breaks, open-source exposure and filing holes before your investors' lawyers do — and close them, documented in a memo their counsel will accept.
What investors' lawyers actually check
Chain of title
Did every person who wrote code or invented anything assign it to the company, in writing? The most common — and most fixable — failure.
Coverage
Do your filings cover the product you're selling today, or the prototype from two pivots ago?
Open source
Copyleft licences in the wrong layer of the stack. A repo manifest scan finds it in hours; a diligence finding costs weeks.
FTO red flags
Third-party rights your product might collide with — better raised by your counsel with a plan than by theirs with a price cut.
IP due diligence — common questions
Three to six months before the raise is ideal: assignments and refilings take time. Post-term-sheet is still worth it — we triage in deal order and fix the loudest items first.
Usually yes — confirmatory assignments, work-order paper trails and, where someone is unreachable, documented mitigation that diligence counsel will accept. Unfixable is rare; unaddressed is fatal.
Identical work, higher stakes — acquirers diligence IP harder than VCs. Same product, same memo, scoped to the deal.
Raising in the next six months?
Tell us the stage and the timeline. Fixed-fee quote in 24 hours — and an honest view of how much cleanup your data room actually needs.
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