A corporate attorney’s take on business deal negotiations


Hi Reader,

This week on the Gentle Power podcast (Youtube | Spotify | Apple), we sat down with Omeed Tabiei, a corporate attorney-turned-operator who helps SaaS founders navigate everything from cofounder splits to investor talks and exits. We first met Omeed through a random LinkedIn DM (proof that serendipitous things really can start with a cold message).

Omeed runs his own law firm specializing in SaaS startups. He’s helped clients raise capital, sell companies, and structure deals worth hundreds of millions. What stood out most in our conversation though wasn’t the scale of his deals, but how grounded his negotiation philosophy is, and how much it aligns with ours.

“Every interaction is a negotiation. The moment you start talking to someone, you’re negotiating something: trust, expectations, boundaries, the relationship itself.”

Below are some of our favorite lessons from the episode.

Upcoming negotiation Q&As

By the way, we’re hosting a few free live Q&As on negotiations soon. It’s been a tough job market, so we wanted to chat about the challenges we’re seeing and answer any specific questions you’re dealing with in your own job search. We have two upcoming sessions:

1. The biggest mistake founders make when selling their business

When founders get an email from a private equity firm or strategic acquirer saying, “We’d love to buy your company,” most get excited and jump straight into discussions. That’s the first mistake.

Omeed explained that the moment a founder engages with a single buyer, they give up leverage. Without a competitive process, the buyer controls the narrative and the price.

Instead, he advises founders to hire a broker or investment banker to “run a process.” That means getting multiple buyers to the table and creating real competition. The leverage isn’t in how persuasive your pitch deck is, but having options and signaling that to potential buyers.

2. Don’t confuse a headline number with what you’ll actually receive

A common trap founders fall into is assuming that the purchase price in an offer equals the cash they’ll receive at close. But behind that big number can be all kinds of adjustments, from stock components and holdbacks to working capital adjustments, escrows, and taxes. The “$100 million offer” could easily turn into $50 million or less once everything is accounted for.

“The number you see isn’t the number you get,” Omeed said. “Founders need to know how much is cash at close, how much is deferred, and what strings are attached.”

3. The art of protecting your information and testing seriousness

Many large companies pretend to be interested in investing or acquiring a startup, when in reality they’re gathering intelligence. Omeed sees it all the time: “A founder gets excited, gives away their codebase and internal operations, and gets ghosted.”

His advice: never give full access until you’ve seen real commitment on paper. Start with an NDA, but don’t stop there. Move them gently toward signing a term sheet, and include what’s called a breakup fee - a clause that requires the buyer to pay for your time if they walk away after a certain stage. “You want them to show they’re serious. Getting them to sign contracts is the best test of that.”

4. How to turn cold leads warm

Omeed’s law firm works with many founders who find him cold through LinkedIn, webinars, or word-of-mouth. His approach is built on two principles: understanding and giving.

He starts every conversation by deeply understanding the person in front of him, what their goals are, how painful their problem feels, what’s really motivating them. Then he gives them something valuable before they pay him: a detailed guide with templates they’d normally spend thousands on with another lawyer.

This triggers reciprocity. “By the time I’ve given them real value, they’ve already started working with me,” he said. “The close just becomes a formality.”

You can listen to the full conversation with Omeed here: Youtube | Spotify | Apple. It’s packed with insights not just for founders but for anyone who ever needs to persuade, protect leverage, or simply understand people better.

To learn more about Omeed, connect with him on LinkedIn or his own podcast, SaaS Buyer’s Club.

Best,

Gerta & Alex
Co-founders, YourNegotiations.com

P.S. Are you job searching or have upcoming negotiations?

Book a free call with us, where we’ll learn more about your situation, offer some free tips, and explore if we’re a good fit to work together: https://calendly.com/alexhapki/call

P.P.S. Know someone who could use our help?

Refer them and earn $500.

We’ve paid out thousands to people who just made a simple intro. If your friend becomes a client, we’ll send you $500 - no strings attached; just our way of saying thank you for spreading the word.

Simply send an intro email to alex@yournegotiations.com and your friend.

See all the details of our referral program on our website here.

Hi, we’re Gerta & Alex. 👫
We’re Harvard, MIT, LinkedIn, and Instagram alums and we share negotiation tips to help you
negotiate job offers or business deals. Have an upcoming negotiation? Book a call with Alex
here!

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YourNegotiations.com

Gerta & Alex will teach you how to negotiate and add up to 5-to-6 figures to your compensation. They are the founders of YourNegotiations.com, offering consulting and training to help people become stronger negotiators in the workplace. They are negotiation experts, ex-Instagram, ex-LinkedIn, trained by world-class negotiators at Harvard and MIT, and their clients increase their compensation by an average of $90K over the initial offer.

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