Question: When is a sale not a sale?

Answer: When it involves the possibility of an ongoing relationship.

Today I had a meeting with a young web entrepreneur who wanted to acquire some websites to expand his business interests. Our chat was designed to brief me to create the purchase contract with the US seller and to ensure that he obtained the domains.

I warned him that he needs to undertake “due diligence” to make sure that he gets what is expecting – to allow him to verify things he has been told. We had had the conventional chat about the contract and the due diligence but as he spoke he talked about the relationship he had struck up with the seller and how he had grown to trust him over quite a period of time (around two years) and the more he spoke the more I realised how the ongoing relationship, even beyond the promised period of post-completion support, was a major consideration for my client and for the seller.

Indeed, it was clear to me that they could continue to develop the relationship to mutual benefit. I spoke with him about how I could use my “relationship creation approach” (normally more relevant with business partners) in creating a more positive purchase document that deals with things beyond the usual standard things to protect and deal with future disputes.

I explained that the real value in contracts usually lies not in the documents themselves but in the process of clarifying intentions to reduce the chance of disputes. I added that by adding longer terms aspirations and aligning both parties with the vision, objectives and values of the ongoing relationship, though largely legally unenforceable, it gives the contract a very positive and inspiring focus on which to base the future.

Having these unexpected things raised seemed to inspire my client who sees much possibility for himself and the seller in their ongoing association and friendship. I will now set about creating this document in the next week and I will share some of it (with confidential bits removed of course) on this blog in the next week or so.