Negotiation mistakes that kill deals (and how to avoid them)

Most first-time buyers approach negotiations backwards.

They focus on getting the lowest possible price while missing the terms that actually matter.

Or they spend months on a deal that was never going to close.

Today, you’ll learn the negotiation fundamentals that separate successful buyers from those who waste months with nothing to show for it.

Three Non-Negotiables for Every Deal

1. Lock in exclusivity immediately

Your LOI must include an exclusivity period (typically 60-90 days).

This prevents the seller from shopping your offer to other buyers or using it as leverage.

Without exclusivity, you’re doing free valuation work for a seller who might never actually sell to you.

2. Document everything in writing

Verbal promises mean nothing.

Every commitment:

• Purchase price

• Training period

• Employee retention

• Customer lists

• Supplier relationships

Needs to be in the purchase agreement.

If it matters to the deal, it goes in writing.

3. Assemble your team early

Before you submit an LOI, have your accountant, lawyer, and industry advisor identified.

They’ll review financials, spot red flags during due diligence, and structure the deal properly.

Waiting until you’re under contract costs you time and leverage.

(Inside the Acquisition Ace community, members get access to professional SBA lenders and investors to help fund their deals, plus support closing and transitioning smoothly. If you want access to our community, book a call with our team here.)

Three Warning Signs to Walk Away Immediately

1. The seller won’t provide basic information

If they delay on financials, dodge questions about customer concentration, or can’t produce tax returns, end the conversation.

Legitimate sellers have this information ready.

2. Their valuation is completely detached from reality

Some sellers believe their business is worth 10x what it actually is.

You can try educating them once, but if they’re not willing to adjust to market reality, move on.

I’ve wasted weeks trying to convince sellers their business wasn’t worth what they thought.

It never works.

3. The deal keeps getting worse

If terms keep changing in the seller’s favor, or new problems keep emerging, that’s your signal.

Not every deal that has problems is bad.

But deals that have increasing problems rarely improve.

The Most Important Negotiation Principle

Your strongest leverage is your willingness to walk away.

This only works if it’s genuine.

If you’re emotionally attached to a deal, sellers will sense it and use it against you.

Stay detached, and run multiple deals simultaneously if possible.

The moment you truly don’t need any specific deal is the moment you start getting better terms.

One Exception to “Walking Away”

Sometimes patient persistence pays off.

If a seller is cautious but acting in good faith (asking thoughtful questions, reviewing documents carefully, being transparent about concerns) that’s very different from a seller who’s unreasonable or difficult.

I once negotiated for three months on an ATM route because the seller was thorough and genuine.

That patience was worth it.

Ultimately, negotiation is about protecting yourself legally, identifying bad deals early, and having the discipline to walk away when terms don’t make sense.

Master those fundamentals, and you’ll close more deals faster.

If you’re ready to learn how to negotiate and close your first deal…

👉 Book a call with my team here and see how the Acquisition Ace community can help you accomplish your acquisition goals.

Onward,

— Ben Kelly