Ann: Potential Transaction with a Third Party, page-224

I was looking and researching many things as well as the ones guessed here in the past couple of days. I think it is something more complicated and much bigger than we could think of.

They said on the announcement; "it has executed an exclusivity agreement with various third parties (“Third Parties”) for the prospective acquisition of a new business (the “Business”)... The Business owns proprietary financial planning software"

Now we know that the Business owns a "proprietary financial planning software". But who are "The "Third Parties"!

The "Third Parties" terminology here most probably means whether
- the Business receives a license to use a third party’s intellectual property/technology, OR
- grants a license to a third party to use the Business’s intellectual property/technology.  

If the Business receives a license to use a third party’s IP/technology;
SRT should confirm that "the scope of the license is broad enough to cover all current and anticipated future uses of the licensed intellectual property or technology (including the right to make modifications), contains reasonable indemnification provisions (ideally with those obligations excluded from any limitations on the licensor’s potential liability), and contains ownership provisions allocating ownership of any permitted modifications."

If the Business grants a license to a third party to use the Business’s IP/technology;
SRT should confirm that "the scope of the license is narrowly drafted so that only those rights needed by the licensee are granted, the indemnification provision, if any, is limited to a small number of jurisdictions (e.g., United States patents vs. worldwide patents), the indemnification provisions and other significant obligations of the target company are limited by an appropriate limitation of liability, the target company’s ownership of its intellectual property and/or technology is clearly stated, and the licensee is obligated to maintain the confidentiality of the target company’s intellectual property and technology. Further, the acquiring company should ensure that such agreements do not include definitions or other terms that could grant to the licensee rights in the acquiring company’s products or intellectual property."

Also, it was said "... has a track record of delivering the industry’s first scalable offshore processing platform".

That tells me that the Business has a global scale, it has already granted licenses to other overseas companies to use the Business’s IP/technology and already generates income.

Looks a bit complicated but it'll be all revealed soon.