Table of Contents
The Opening Salvo 21 What Are Negotiations? 21 Why Are Negotiations Important? 25 When Do Negotiations Take Place? 26 Are Negotiations Limited to the Purview of Rocket Scientists? 30 Should Negotiators Always Seek to Vanquish Opponents? 31
Costs and Risks of Negotiations 36
Some Negotiators are Duplicitous 45 Risks of Borrowing Money from Partners and Customers 47
Avoiding Negotiations 63 You Are Always Negotiating 63
Fundamental Tensions in Negotiations 67
Negotiations Are Pervasive and Eternal 74
LEVERAGE IN NEGOTIATIONS 79
The Importance of Leverage in Negotiations 80
Creating Negotiating Leverage 85 Plan Your Exit at the Beginning 85 Importance of Choosing Partners Wisely 87 Gaining Leverage Through Third Parties 89
Business Models Are a Factor in Successful Negotiations 93 The Anatomy of Argumentation 97 Lincolnian Argumentation 98
The Power of Process 101 Harmonizing the Negotiating Process 103 Voting Architecture 105 Selected Negotiating Process Issues 107 Preemptively Setting the Framework for Resolving Disputes 108
Auctions Versus Direct Negotiations 113 Benefits of Auctions Over Direct Negotiations 113 Benefits of Direct Negotiations Over Auctions 115
The Strategic Negotiator I 1 Sequencing Negotiations 118 Sequencing Contentious Issues 118
Negotiating Downrange 129 Hold-Up Tactics 132
PREPARING FOR NEGOTIATIONS 143 Conducting Due Diligence on Individuals 148 Conducting Due Diligence on Institutions 152 Conducting Due Diligence on Individuals Within Institutions 154
Elicitation Strategies 157 Heimlich Maneuvers 165
Question Deflection 169
Achieving Internal Alignment 171
Initiating Negotiations 179 Maintain Visibility 179 Pre-Empting Early Commitment Discounts 188
The Negotiating Venue 193 Negotiating from the Toilet 202
The Importance of Seating Arrangements 204
Developing and Managing Negotiating Teams 208 Dedicated Negotiating Teams 208 Traits of the Players on the Negotiating Team 209 Sizing and Managing the Negotiating Team 214 Composition of the Negotiating Team 217
The Importance of Listening 227
Preparing for the Negotiations 231 Create an Audience 235
Importance of Physical Stamina in Negotiations 238 Provisioning Before Negotiating Battles Begin 239
The Importance of Rehearsing for Negotiations 242
In the Negotiation 244 The Merits of Note Taking 247 Meeting Assessment 249
Momentum in Negotiations 251 Combatting the Opponent’s Momentum 253
The Strategic Negotiator I 2 Deal Structuring 266 Pay-to-Play 268 Managing Contingencies 269 Shutdown Moves 277 Set-Up Contracts 286 360° Contracts 287 Decision Rights 291 Floors 291 Magic Bullets 292 Crosses 293 Swaps 294 Escrows and Indemnifications 295 Contract Expiration and Release 296 Limits of Deal Structuring 298
Negotiating Nimbleness 312 Planting Seeds of Greed in Their Minds 317
Negotiating Cosmetology 337 Structuring Deals to Save Face 337 The Elegance of Arbitrariness 339 Texas Shootouts 341 Springing a Signatory from a Non-Compete Agreement 342 Game Theory in Negotiations 348 Deficiencies Associated with Game Theory 351
Negotiating with Numbers 353 Mental Accounting 363 Negotiating Around Valuation Methodologies 366 Never Forget: You Always Negotiate Against People, Not Numbers 373
THE WEAPONIZATION OF WORDS 378
The Silent Treatment 379
Specificity and Ambiguity in Agreements 382 The Power of Precise Word Selection 383 Constructive Ambiguity 386 Deal Economics Trump Agreements 389
Word Recoiling 391
Key Words and Phrases 397 Communicating Success and Failure 400 The Art of Deflection 401 Paraverbal Communications 402
Using Humor in Negotiations 405
Love Bombing a.k.a. Flattery 408
The Strategic Negotiator I 3 Grease the Wheels 412
Checkbook Negotiations 423 Philanthropic Blitzkrieg 426
Negotiating Written Agreements 428 Delegating Drafting 428 Contentious Issues 428
NEGOTIATING AGAINST PEOPLE 430
Fractionalizing the Adversary 431
Fractionalization Prevention 437
Negotiating Against Frenemies 441
Negotiating with Preventers and Enforcers 443 Negotiating with Preventers 443 Negotiating with Enforcers 443 Enforcers and Contract Compliance 446 Outside Forces Can Act as Enforcers 447
The Role of Agents in Negotiations 450 Deal Initiation 450 Deal Lubrication 450 Required Expertise 450 Tactical Advantages of Agents 451 Risks and Drawbacks of Retaining Agents 454 Agents Reduce Negotiating Flexibility 456 Retaining Agents 458 Qualifying Clients 459 Managing Agents 461
Negotiating with Bosses 464 Negotiating with the Board of Directors 466 Outflanking Insidious Venture Capitalists 467
Negotiating with Bullies 473 Bully Repellents 474
Emasculating Goliaths 479 Negotiating Against Their Interests 479 Use Your Rival’s Size Against Them 483 Leverage Alignment 484 Argument Delegation 484 Seek Reciprocity 485 Embedded Vendor 485 Gordian Knot 486 Resolve Disputes Beyond the Reach of a Goliath 486
The Strategic Negotiator I 4 Reputational Self-Immolation 487 Timing Negotiating with Giants 487
Negotiating from Weakness 489
Negotiating with Large Chinese Companies 495
Negotiating Lessons from Car Salesmen 502
Negotiating through Regulators 506 Leveraging Regulations 506 Shape the Regulations 507 Fighting the Regulator 508 Negotiating Against Civil Servants from the Top 509 Exceptions to Rules Do Not Set Precedents 510
NEGOTIATING AGAINST TIME 516
Negotiating Against Time 517 Timing Negotiations 517 Timing Negotiations with Mood Swings 520 The Importance of Setting Deadlines in Negotiations 521 The Downside of Deadlines in Negotiations 522 The Importance of Speedy Closure in Negotiations 525 Exclusive Negotiating Periods 527
NEGOTIATING PRINCIPLES 547
Adversary Removal 548
Always Articulate Your Pain 552
Concessions Management 558 Drawbacks of Anticipatory Surrender 558 Concessions Retardant 559 Intimidatory Concessions 561 Slicing 562 Concessions Trafficking 562 The Case Against Solomonic Division 565 Diminishing Concessions 568 The Final Concession 569
Defeating Deadlocks 571 Presenting Resolutions to Impasses 572
Framing Negotiations 574
The Power of Precedents 578 Setting Precedents 578
The Strategic Negotiator I 5 Precedent Smashing 579 Seeding and Sterilizing Negotiating Histories 580
The Rationality of Irrationality 582 The Merits of Acting Irrationally 582 Back Yourself into a Corner 583 Most-Favored Nation Clauses 585 Scorched Earth 587 The Samson Option 588
Signal Jamming 591
Strategic Sympathy 594
Strategic Transparency 596 Transparency Mechanisms 600
Truth and Honesty in Negotiations 602 Straddling the Truth 603 Truth Torpedoes 605 Diplomatic Doublespeak 607 Truth Testing 607 Soliciting a Serenade of Lies 608 Merits of Breaking Promises 609
Unwinding Ultimatums 611
NEGOTIATING TACTICS 613
Understanding and Defeating Common Negotiating Tactics 614 The Afterparty 615 The Alchemy of Altruism 615 Atomic Love 616 The Bop Bag 617 The Broken Record 617 Buffoon Boss 618 The Caged Animal Syndrome 618 Calculated Contamination 619 Carpet Bombing 620 Cherry Picking 620 The Corkscrew 621 Crazy Uncle in the Attic 622 Culture Whipping 623 Damsel in Distress 626 Defending Daddy Warbucks 626 Democratization Deluge 627 The Duplicitous Prospect 627 The Ego Booster 628 Fait Accompli 629 The Fallacy of the Slippery Slope 631
The Strategic Negotiator I 6 Flooding the Zone 632 Glass Housing 633 The Grinf*#k 635 The Hindenburg Gambit 635 Homicidal Harmony 635 Human Shields in Negotiations 636 Hyper-Literal Retorts 636 The Lackadaisical Lawyer 637 Leapfrogging 637 Morality Mongering 638 Negotiating Around DocuSign 641 Negotiating in Anticipation of Trade Shows 642 Negotiating from the Doorstep 642 Negotiating from the Grave 642 Negotiating from the Podium 643 Negotiating in the Shadow of the Future 644 Negotiating in the Shadow of the Law 645 Negotiating in the Shadows of SEC Disclosures 645 Negotiating Through Investor Conference Calls 646 Negotiating Through Press Releases 647 Negotiating Through Surveys and Research Reports 649 Negotiating Through Think Tanks 650 Negotiating with Respect to One’s Legacy 651 The Olive Branch 652 Onus Shifting 652 Pernicious Frugality 653 Predatory Graciousness 654 Perverse Praise 655 Relationship Rapscallions 655 Seduction by Symbolism 656 Shakedown Disinfectant 658 Shooting Stars 659 Spousal Squeeze 661 The Steamroller 662 Surgical Strike 662 Two Steps Back, Three Steps Forward 663 The Two-Step Dance 663 Valet Kidnapping 664 The Velvet Crowbar 665 Virtues of Stupidity 666 Window Dressing 666 The Wounded Dove 667
CONCLUDING NEGOTIATIONS 681
Managing the Closing 682 Sealing the Deal 682 Passing the Collection Plate 683 Signature Analysis 684
The Strategic Negotiator I 7 Post-Negotiations Behavior 686 Establishing No Gloat Zones 686 Post-Negotiations Assessment 688
Managing Renegotiations 690
Contract Compliance 694 Malicious Obedience 695 Compliance Safety Rails 695 Compliance Tripwires 696
Conclusion 700 Acknowledgements 701
Indices of Terms 702
Dramatis Personae 705
Events of Historical Consequence 714
The Strategic Negotiator I 8
The Strategic Negotiator I 9