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Negotiation -- is it an art or science?

The ability to negotiate is one of the more important skills for many executives. The ability to reach a deal is frequently crucial to the success of the organisation that he or she works for.

There are some general guidelines which have assisted me, having negotiated deals internationally for more than 25 years.

However, I have learned how little I know and how little time I have left to learn but I have identified a few important elements along the way.

Most importantly, as a negotiator, you must behave honestly, in an open and frank manner, with courtesy, sincerity and integrity.

In most circumstances, long-term respect is far better than short-term advantage. Remember that you may have to negotiate with the same person again, and you may be seeking repeat business rather than a single deal.

In any negotiation, be timely -- and take your time. If you promise to do something by a certain date, do it -- and no excuses.

Do not be rushed into anything. Be prepared to walk away -- you can always walk back on another day, hopefully. And remember to let the other party raise the issue of pressure of time. Just as in sporting contests, there are advantages to playing at home. You decide how frequently coffee is served and, more importantly, you have easy access to your resources.

I prefer face-to-face negotiation. I do not think I am the only one who has "negotiated'' with the ear piece a long way from where it should be. It is far easier to 'play games' over the phone or in written correspondence.

Whatever form your negotiation takes, it is very difficult to be over-prepared. You must know your subject matter inside out before you begin, including reaching decisions on those issues on which you are willing to make concessions and those on which you are not prepared to be flexible.

Know where you want to be, and have a game plan to get there. Put another way, do your best not to be surprised.

If you do find yourself in a situation for which you are not prepared, do not pretend. Instead, adjourn in order to properly prepare yourself.

Reducing the number of participants will increase the effectiveness of any negotiation. That is because we all have egos, and some of us like to play to an audience. Eliminating the audience can be a benefit.

You must, of course, ensure that the individuals on the other side of the table include someone with decision-making authority. It is very frustrating to reach an agreement with the negotiators on the other side of the table, only to be told that someone else must approve the terms. Negotiate only with those who have authority to make decisions.

As soon as possible after any meaningful discussions remember to put in writing the conclusions. The letter is your record of the meeting. If the other side disagrees with your conclusions, they can always write to you and say so.

If the record of the agreement is to be stated in a letter rather than in the form of a contract, you can avoid a later dispute by asking the other party to confirm the details of the agreement.

This can be done by including a final paragraph along the following lines: "If you are in agreement with the content of this letter, please confirm this agreement by signing, dating and returning the enclosed copy''. On receipt of a duly signed and dated copy of the letter, there can be no doubt that the parties have reached an agreement.

In any letter or formal contract of agreement, be sure to include standard `boiler plate' language governing how the agreement can be amended. It is normally best to insist that any revisions must be in writing and signed by all parties.

Price is frequently one of the more important aspects of any agreement. In international agreements, you must clearly specify in what currency the payments will be made. If appropriate, remember to include a payment schedule, with interest penalties in the event of delay.

International agreements present their own set of challenges. For instance, you must ensure that the negotiating parties share a common language, or you must ensure that interpreters are on hand to make sure that the visiting party has not made a wasted journey. As incredible as it seems, I am aware of just such a wasted trip.

Clearly, you will want to sign an agreement only if it is written in a language that you understand. In the worst-case scenario, sign where agreements in two different languages have equal validity. Preferably, sign in two languages only where the agreement in your mother tongue has priority in the event of a conflict of meanings.

Other factors to bear in mind when negotiating an international agreement include the choice of law to be applied to the contract. Ideally, it will be the law of your country -- or the law of a `neutral' country.

You must also decide where any dispute will be settled. Again, the ideal situation will see you `playing at home'. An alternative to playing away is playing in a neutral country.

Finally, remember that an ideal negotiation will leave both parties feeling that they have `won' something. In fact, a solution in which each party is both a `winner' and a 'loser' may not be too bad.

*** Attorney John Evans is an associate with A.S.&K. Services Ltd., which provides corporate administration and resident representative services to client companies of Appleby Spurling & Kempe. Copies of Mr. Evans' columns can be obtained on the Appleby Spurling & Kempe web site at www.ask.bm.

*** This column should not be used as a substitute for professional legal advice.

Before proceeding with any matters discussed here, persons are advised to consult with a lawyer.