21 Key Issues in Negotiating Merger and Acquisition Agreements for Technology Companies
21 Key Issues in Negotiating Merger and Acquisition Agreements for Technology Companies By Richard Harroch | Revised and updated June 29, 2020 By Richard D. Harroch, David A. Lipkin, and Richard V. Smith Effectively negotiating merger and acquisition agreements for a privately held technology company involves addressing and resolving a number of key business, legal, tax, intellectual property, employment, diligence and liability issues. Such agreements are often heavily negotiated, and a poorly negotiated transaction can result in significant risks to the selling company and its shareholders, including with respect to the certainty of closing the deal and potential post-closing indemnification liabilities to the buyer. This article discusses a number of the hotly contested key issues in acquisitions of privately held technology companies. The ability to achieve success in any negotiation depends on a number of factors: the leverage a party has in the negotiation, the price and oth