Counterintuitively, the more complex a deal—spanning multiple countries and legal systems—the more suitable it is for a relational contract. Instead of attempting to codify every eventuality, this approach establishes a shared corporate culture and flexible principles that can adapt to unforeseen challenges, effectively trumping national or legal differences.

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Alex Bouaziz's core M&A principle, learned from his father, is to optimize for long-term satisfaction over short-term leverage. Even when holding the upper hand in negotiations, he structures deals to be fair for both sides. The goal is for both the acquirer and the acquired founder to look back in five years and feel the deal was a great outcome, ensuring better integration and alignment.

Unlike the transactional US market where the offer is king, success in the Middle East hinges on building relationships. Factors like shared nationality and personal character can be more influential in the sales process than the product itself.

Coca-Cola's relationship with McDonald's became a powerful symbiotic partnership. Coke helped McDonald's expand globally by providing office space and local relationships. In return, Coke received a massive, loyal sales channel with preferential treatment, demonstrating how deep partnerships create value far beyond simple transactions.

Coca-Cola thumbnail

Coca-Cola

Acquired·3 months ago

The traditional view of a contract is a legal safety net to be filed and forgotten until a dispute arises. A relational contract, however, functions as an active 'playbook' for the partnership. It outlines the shared vision and guiding principles, serving as a practical, frequently referenced guide for collaboration and problem-solving, rather than a weapon.

When long-term contracts become imbalanced due to unforeseen events, the disadvantaged party subconsciously engages in 'shading and shirking'—subtle acts of non-cooperation to restore fairness. This deteriorates the relationship and creates hidden costs, as seen in the Dell/FedEx partnership before they adopted a relational model.

When Joe Coulombe sold Trader Joe's, he used a one-page contract with non-negotiable terms, including complete autonomy and a commitment to not merge with Aldi. This ensured the buyer was acquiring the unique culture and strategy, not just the assets, preserving what made the company successful.

A critical date error on a time-sensitive ad campaign was salvaged not by a contract clause, but by a strong relationship with the media owner. They fixed the mistake and even added value, proving that professional rapport can be a powerful, informal insurance policy against human error.

Ken Langone's negotiation principle is to let the other party feel they won more than they deserved. This isn't about getting less but about prioritizing long-term trust over maximizing a single transaction. This approach builds a reputation that attracts future opportunities and creates loyal partners.

Instead of being unenforceable concepts, guiding principles like fairness and loyalty become a formal part of the contract. During a disagreement, parties can explicitly reference these agreed-upon norms ('you agreed to be equitable'). This reframes the conflict, reminds partners of their commitments, and provides a shared language to resolve issues without litigation.

Companies are trapped by the dogma of creating 'bulletproof' contracts, a process driven by legal precedent and risk aversion ('nobody got fired for having the lawyers look at this'). This institutional inertia, codified in policies requiring standard terms, prevents the adoption of more flexible, relational contracts, which are often dismissed as 'fluffy' despite being 'radical common sense.'

Complex Global Deals Are Ideal Candidates for Relational Contracts | RiffOn