---
name: "brand_deal_negotiation"
description: "Negotiate a sponsorship or brand deal once an offer is on the table: read the offer, structure counters, trade concessions, push back on exclusivity and usage terms, handle lowballs, and walk away cleanly when the numbers don't work. Use when a brand sends a proposal, a rate question becomes a negotiation, or a deal needs a signed deal memo. For pricing from scratch use creator-rate-cards; for structuring the partnership use creator-collab-deals; this skill is the conversation in between."
---

# Brand Deal Negotiation

## Purpose
Turn a brand's opening offer into a fair signed deal, or into a clean, relationship-preserving no. This skill covers the negotiation itself: counters, concessions, clause pushback, and the walkaway. It assumes the creator already knows their rate (creator-rate-cards); the job here is what happens after the offer arrives.

## Workflow

1. **Set the floor before you reply.** Write down three numbers: the walk-away rate (below this, no deal), the target rate (what the rate card says), and the ask (target plus headroom, usually 10-20%). Also list non-negotiables: things that are off the table at any price, like category-wide exclusivity or perpetual usage bundled in the base rate.

2. **Read the offer against the checklist.** Score every term, not just the dollar figure:
   - Deliverables: count, formats, posting windows
   - Rate and payment trigger (see Operating Rules: "payment on completion" is not a term)
   - Usage rights: channels, geography, duration; whether whitelisting/paid amplification is included and at what surcharge
   - Exclusivity: named category, start and end date; fee premium attached
   - Revisions: number of rounds, brand review time per round, what counts as approval if the brand goes silent
   - Disclosure: FTC-compliant language in the contract, not just the brief
   - Cancellation: kill fee if the brand cancels after work starts

3. **Counter with structure, not emotion.** Thank the brand for the offer, then counter in one of three moves: raise the per-deliverable rate, remove a deliverable to fit their budget, or add a priced extra (product payment, extra story set). Never just restate your number with no new logic; give the brand something to say yes to.

4. **Trade concessions, never give them.** When the brand can't move on rate, move on scope instead: fewer deliverables, a shorter usage window, no whitelisting. Every concession you make must cost them something or buy you something. Conceding without a trade signals the price was never real.

5. **Push back on the clauses that cost the most.** Exclusivity must name the specific category and carry a hard end date, with a fee premium; usage rights are priced by window (see the tier norms in references/negotiation-playbook.md); perpetual or buyout usage is priced as a buyout, minimum 2x base, or it's a walk. Payment trigger is a concrete event: content goes live, approval milestone reached, benchmark hit.

6. **Handle lowballs without burning the bridge.** A first offer well below your rate card gets one firm counter tied to your card, not a lecture. If they can't get within your walk-away number, decline with a door open: "Not a fit at these numbers, but I'd love to revisit for [specific future campaign]." Walking away from a bad deal reinforces your value and keeps you available for brands that pay it.

7. **Close with a deal memo.** Nothing is agreed until the deal memo is signed. Use assets/deal-memo-template.md: deliverables, dates, rate breakdown, usage window and channels, exclusivity scope and duration, payment amount and trigger, revision rounds, disclosure wording, kill fee. The memo is the handshake; the contract is the paperwork that follows.

## Output Contract
A completed negotiation produces one of:
- A signed deal memo covering every item in the Workflow step-2 checklist, with the final rate, usage window, and exclusivity terms written explicitly. No term lives only in email.
- Or a declined offer with a sent walk-away note that names a concrete reason (rate, exclusivity, usage) and leaves a specific door open for a future campaign.

Either way, the creator can point to a written record of what was offered, what was countered, and what the final terms were.

## Operating Rules
1. Never quote a rate, window, or surcharge you can't source. The tier norms in references/negotiation-playbook.md carry their sources; if a number isn't sourced, present it as an estimate and say so.
2. Exclusivity without a named category and an end date is a no. Open-ended category lockout is the single most expensive thing a creator can give away.
3. Usage rights are the most underspecified clause and the most likely to cause a dispute months later. Pin them down before posting, not after: channels, geography, duration, whitelisting yes/no.
4. FTC disclosure belongs in the signed contract. Platform "paid partnership" labels alone don't satisfy the disclosure requirement, and vague phrasing like "thanks to" doesn't count.
5. "Payment on completion" is not a payment term. Spell out the trigger: content goes live, a milestone is approved, a benchmark is hit. Net 30 is the common standard; a 50/50 split (signing/delivery) is common for creators who take deposits.
6. Raise rates between deals, not during them: on reorders, on outperformed content (bring the numbers), when whitelisting or rush turnaround is added.
7. If the brand wants it all for the base rate (perpetuity, category-wide exclusivity, unlimited revisions, whitelisting), that is a different deal at a different price. Name the gap plainly or walk.