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  • Writer's pictureCory Shackelford

Get Things in Writing and Be Patient

This is just a friendly reminder to get things in writing and to be patient when negotiating deals.

Pretty much any deal you find yourself negotiating will take longer to finalize than anyone involved anticipates. Someone new to the business might expect the paperwork to be finalized within a week or two of reaching a deal - I certainly did when I first started out. In practice, however, this process can take months or longer.

This delay can be for various reasons, including, without limitation: one or both sides have more pressing matters to resolve before getting around to the deal; the first draft of the agreement needs to be prepared (probably by an attorney who is also dealing with more pressing matters); decision makers on both sides need to review and approve each draft of the agreement - from the first draft to the final draft; there may be vacation, health, or other personal delays; one or both sides need to secure any necessary funding and/or rights that will be transferred under the agreement; and finally, both sides need to sign the agreement and return their respective signatures to the other side.

It’s important to understand that, during this often drawn-out process, it is common for things to change, minds to change, decision makers to change, available rights to change, memories to fade, people you were dealing with to walk away or be fired from the project or company, and things to be conveniently forgotten or lost.

So, don’t make the mistake of relying on verbal agreements or notes from a meeting to prove that you were granted or guaranteed certain terms. You never want to find yourself relying on a “he said, she said” argument when it comes to material terms in your deals.

Instead, form the habit of getting things in writing. For example, when you reach an agreement on something over the phone or in person, immediately document what was agreed to in an email, send the email to the other side, and ask that they confirm (via a written reply) their understanding and agreement with the contents of your email. Even better, form the habit of preparing a detailed deal memo whenever you reach an agreement on material terms and having both sides agree to and sign that deal memo.

Although it doesn’t necessarily guarantee a certain outcome or a smooth process, having things in writing (preferably a signed writing) should put you in a stronger and more secure position if/when you experience paperwork delays and/or you find yourself working with someone who forgot the deal or wants to change the deal down the road.

Patience and diligence can be two of the best tools to help you through any deal negotiation.

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