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I have. DM/email me (lucas@gonze.com) if you want to chat. My company was Webjay, a playlist-sharing site. No funding, no other devs. 500K users, 10 million pa
by lucasgonze 10y ago
I have. DM/email me (lucas@gonze.com) if you want to chat.
My company was Webjay, a playlist-sharing site. No funding, no other devs. 500K users, 10 million page views / month.
Selling was dramatically easier than ordinary because I was getting the whole pie, not a slice, and because I had no investors to placate. I did not get FU rich, and I still have to work, but my quality of life was dramatically improved for the rest of my life.
The hardest deal term in the acquisition was indemnification. I refused to indemnify the acquirer, they insisted on it. Finally I said:
1. If we don't have enough personal trust in this relationship for you to believe in my company's practices, you shouldn't enter this deal at all. And if you do, indemnification doesn't matter.
2. You are a more attractive target than me. Many people would sue you who wouldn't bother with me.
It was harder post-acquisition than ordinary, because I was a faction of one within the acquirer (yahoo).
- vram22 10y agoInteresting story. Indemnify for what?
- lucasgonze 10y agoFor copyright-related lawsuits, given that my site was music UGC.
- Someone1234 10y agoJust curious, how many years did they want indemnification for? I cannot imagine it being an indefinite arrangement...
- lucasgonze 10y agoSorry, I don't remember.
- toyg 10y agoI was a total Webjay fanboi! I loved to let other people find new weird music for me... I remember you being pretty knowledgeable on the "scene" back then -- what would you recommend today to do what webjay used to? Spotify is very curated and doesn't feel spontaneous at all, whereas Youtube is an unbrowseable cauldron of shit.
- lucasgonze 10y agoCool! Glad to see a tribe member. 8Tracks is the closest parallel. I also love Spotify playlists by personal connections who are massive geeks, especially professionals in the music industry. I need to know the person for this to work. Here's a contemporary indie metal playlist along those lines: https://open.spotify.com/user/gracenotes_playlists/playlist/3M50Bn27ywwnNFS844n3ZK https://open.spotify.com/user/gracenotes_playlists/playlist/...
- deleted 10y ago[deleted]
- gnicholas 10y agoYour point number 2 is really creative. Did they go for it? Or did they counter that just because people wouldn't sue you (assuming that you don't have deep pockets) doesn't mean that there isn't valid stuff there to indemnify? Regardless, kudos on thinking up such a creative argument—in many years of lawyering, I've never heard that one.
- lucasgonze 10y agoThey bought it hook, line and sinker. It closed the deal. It worked because it is true, because we had a good faith relationship, and because it was a walkaway issue for me.
- gnicholas 10y agoGlad to hear it! It's actually pretty difficult to disentangle the valid (legit claims against you that would be brought against them, due to increased awareness) and invalid (illegitimate claims brought against them, just to extract settlement value) potential causes of action. Did you not have to set aside any purchase price in escrow for indemnity? Were any claims ever brought?
- lucasgonze 10y agoInteresting point about the escrow account. They didn't ask. I wonder why they let it go. I suspect it was because we all wanted to close the deal. Sometimes that's what it comes down to. The labels complained during negotiations, later on, but never brought claims. I ran a clean house that would have been hard to sue, so the people who were unhappy needed to use other business leverage.