What to Consider when Selling a Network

Whilst it would depend on the price nature of the deal etc...

Assuming it was a lock stock and barrel type buyout, then I might want an assurance that my seller wouldn't attack my recently purchased acquisitions through other competing domains. I'd want full disclosure of their other interests within the sector too.

I'd also want an assurance that they'd not re-use data or content elsewhere, neither would they divulge any informstion to a 3rd party that could damage my future position.

I'd also seek agreement that my userbase wouldn't be courted or otherwise contacted in any shape or form, my acquisition would mean just that, *my acquisition*, warts and all.

Thats all that springs to mind right now. Off for a beer :)

Good points, one or two of them made me wince, hhh!

OK, a non-compete is in order. In this business, is 3 years enough?

Whilst it would depend on the price nature of the deal etc...

This would be for, shall we say, a significant sum.

I'd say 2 would do but 3 should provide ample assurance i think.

I'd also want full disclosure on any paid links, link arrangements or any other off-site deals that could have an affect on my rankings were you, the seller, to re-negotiate or end those deals.

2 would do but 3 should provide ample assurance i think

My thought, as well.

paid links, link arrangements or any other off-site deals

Yeah, that's just the type of slaps-hand-to-forehead kind of hidden stuff that really needs to be put on the table with the contract. As it happens, this deal does not revolve around rank at all (which is excellent and 100% free) but it IS one of the things that I'd like to help them preserve. That said, I'm not assigning any value to the rankings (though they've held for years now) because they are outside my control.

If I were buying the sites and wanting to maintain the content, I would want you to help or handle the host transfer until everything was indexed on the new server(s).

That said, why are you looking at what the buyer might want? I wouldn't be looking to give them something they don't care about. They may screw up any good intentions you have.

It just seems a waste to walk away from something that is working
These are your babies, eh? I think the rc I know would cut to the chase of biz and just give 'em what they ask for.

THat the sum involved is considerable enough to have rc not wanting any "hidden surprises" and he's trying to think ahead on what might hold up any quick signing of the line that is dotted...

Deals go sour when they get complex.

KISS - Keep It Simple Stupid

More sales guys than i could shake a stick at have talked themselves right into the deal and then right back out again by overcomplicating it in an effort to cover evey eventuality or to over sell it

>Assume you're buying a strongly branded set of domains in a market niche. What would you want/expect from this seller?

Off the top of my head here is what I would want:

- All the code, images, etc. for all the domains and pages. Basically everything should be a seamless transfer. If I were to transfer the pages over to my servers I would just want to upload the current content and have it work. Obviously they will change the sites but I wouldn't want any time where the sites weren't coming up or they had missing images, etc.

- Depending on how big and complex the network is I would want the seller to spend some time (2 weeks, a month, 3 days... hard to say) with me explaining how the network is laid out, how everything works, what is making money, what needs to be fixed, etc..

- No compete clause. Personally I would hate to ever sign one of these if someone bought my sites but from the buyers perspective it could be very important to them that you don't just go out and build a similar network again.

Basically the main thing I would want is some help during the transition to make sure everything works right.

And you'd have won.

Think downstream.

to our regularly scheduled program...

AND these are my babies, but that's not going to stop me from selling them.

BTW, the title was originally "What to Consider when Selling PART of a Network" ...so the flip side is you're buying from me and I'm still in the business --though I've agreed to not compete in your local niche. I've gone on to other related interests and we'll need to define that, which I think can be done fairly easily.

I've also agreed to 100 hours of transition time, then $200/hr after that.

OK, so what else do you buyers want?

Well in that case, maybe I'd want to look into how we could assist each other in growing and developing the success of the network, although having said that, one could easily get sucked into a mire of thinking too many moves ahead with all the associated what ifs that conjures up too. When you control the network then you are responsible for all that happens, you control it all. When you start working with others, with seperate agendas/plans/motives etc you could quickly become exposed to a bad move on their part. Not good.

I guess it also depends upon the mindset of who you are dealing with. If they'd appraised its value for themselves, then they must already have a pretty good idea of what they want and how they expect things to pan out. If you agree a hand holding period then what exactly are you giving them? Could you be educating a potential competitor? What safeguards for your interests? Is it necessary to expose yourself to them, just to make a sale?

I think its always useful to get the buyer to commit to paper *first* , as you could always end up offering far more than you would really have to. An attuned buyer ( and seller of course) should weigh up as many of the pros and cons as possible and push to accommodate these. The difficulty (for both parties) lies in evaluating what are, in many ways, intangibles. For examples sake,SE Rankings, SE penetration etc are all subject to the whims of the SE business models,so any value attributed to that particular aspect is very difficult to judge, while its there it rocks, when its not it sucks.

Lets say for argument sake that you had a 1st page position for a monied kw that converted to the tune of around 10% and that each product sold earns you an average of 50 dollars . Lets also assume that you receive a 1000 visitors for this kw every day.The PPC rate for the kw currently fluctuates between 1.00 and 1.25 which means that the traffic has an organic value of number of visitors(nV) * Pay per click rate (PPCR) for KW.

SE Traffic value per day = (nV=1000) * (PPCR=1.00)

If organic traffic was a huge part of what made this so attractive, then I'd certainly look at wanting some kind of clause that measured and paid out on this over a defined timescale. This would add a performance measure to the deal and lessen any blow meted out by the vagueries of SE whims. Such an approach would be both fair and profitable to both parties.

Then theres the value of branding, user base,hosting,domain,data,products,intellectual property etc etc.

The more I think about it, buying and selling such things presents quite a challenge for both parties.Maybe the KISS approach is the best afterall. Just gets too messy otherwise.

Absolutely. Messy deals dont get done.

Dont over complicate it RC, think about this stuff and have answers and solutions ready should they become an issue but give them the simplest contract you can - you'll get a signature a lot faster.

Also, by providing stuff in the contract that they've not broached with you, you're inviting a whole new set of possible objections to overcome...

..mild curiosity..

...but do you know for sure that your prospective purchasers are not reading this?

I suppose my feeling with deals like this is that you play the cards so close to your chest, that not even you knows what they are. Once you have a public discussion then the other side get to get a peek at your cards.

I can only conclude that your purchaser is such a large corporation that they never deign to look at sites like TW!

Thanks for the concern, I did give that some consideration. While it is NOT UNlikely that they might read it (they know my nick and long-time involvement in SEO) there really aren't any skeletons in the closet re this network. They also know that I'm not likely to get into any protracted negotiations. I'm not wildly motivated to go through with the sale, and though I'd definitely like to see it happen I will walk on the deal in a heartbeat if they start to whine. OTOH, I do expect a few questions and "yeah, but we thought..." responses from them after my intellectual property lawyer drafts the contract, and I think it's best to out them here so I can give some thought as to what would be a reasonable request.

Whilst we all know that most things in this business can be manipulated, if I were buying I would want full access to the logs.

The buyer would need to see how solid the traffic was. You say it is 100% free, so the buyer would want to know where is it coming from, and how likely is it to continue.

Assuming you know why the buyer is "really" wanting to buy - URL, traffic, development, quick buck!, traffic is of more or less import. If I were the buyer, I would try to tie down a clause on continuing traffic (clickbots not withstanding, to try to ensure that the plug was not suddenly pulled on traffic. If you consider how soccer transfers are done in Europe, there will be a sum tied to the number of goals the guy scores in the next year.

A bit of a fraught area due to things outside your control. Basiclly you want out asap after the deal, they want some "guarantee" that you do not hold a card that could cause the thing to crash.

If they do try to cover continuing traffic, you need to have a response