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Insights

What is a Plan of Merger, and When is it Required?

A Plan of Merger is a legal document that sets out the terms and conditions of a merger between two or more entities. It typically includes:

Stock Purchase vs. Asset Purchase

A stock purchase occurs when the buyer acquires shares of the target company directly from its shareholders. This gives the buyer ownership and control of the entire company, including its assets, liabilities, and contracts. Because the legal entity itself does not change, most contracts, licenses, and permits remain intact, allowing business operations to continue without disruption.

Key Advantages of an Asset Purchase

An asset purchase allows buyers to acquire selected assets and liabilities of a business instead of taking ownership of the entire entity. This structure offers several advantages:

Licensing Agreements for Startups: How to Protect, Monetize, and Scale Your IP

If your startup is built on software, content, data, or inventions, you likely need a Licensing Agreement. Whether you’re giving others the right to use your IP or licensing third-party tech for your own product, a well-drafted agreement is the key to protecting your rights and unlocking revenue.

Because without them, your startup may not legally own its core technology - a major risk in funding, acquisitions, or IPOs.

Generally yes, but enforceability can depend on state law. Some states restrict how broadly employers can claim ownership, so tailoring language matters.

Yes. Contractors often create code, designs, or strategies, and without an agreement, they may legally own the IP.

They serve the same function - assigning inventions to the company and protecting confidentiality. The terminology varies by company or industry.

Yes. Pair NDAs with confidentiality and IP assignment agreements to ensure ownership of work product and protection of sensitive data.

Yes, but courts often scrutinize them. NDAs that are too broad or vague are harder to enforce.

Two to five years is standard. Trade secrets may be protected indefinitely if defined clearly.

Most venture capitalists won’t sign NDAs at the pitch stage. However, some strategic investors or partners may sign if sensitive technical information is involved.

Yes. Even a short policy clarifying what licenses are acceptable and requiring license checks before use can protect your company from major risks.

It depends. Copyleft licenses like AGPL may apply even if you don’t distribute your code. Always check terms before using them in your backend.

You could face legal action, be forced to release your proprietary code, or lose investor confidence. Compliance is critical.

Yes, but it depends on the license. Permissive licenses (like MIT or Apache 2.0) allow it, while copyleft licenses (like GPL) may require you to open source your own code.

Be transparent, respond quickly to user requests, and show that you protect data. Investors and customers reward startups that treat privacy as a priority, not an afterthought.

Start with a clear Privacy Policy and limit the data you collect. These two actions cover many compliance basics and set a strong foundation.

Yes. If you collect data from EU or California residents, you’re subject to their rules—even as a small or pre-revenue startup.

Yes. Early compliance avoids costly fixes later and signals professionalism to investors and customers.

Fines can reach up to €20 million or 4% of annual global revenue, whichever is higher. Even small startups have been fined for violations.

Yes. If you have users in the EU or monitor EU residents online, GDPR applies regardless of where your company is based.

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