Founder vesting is one of the least debated and most consequential clauses in a startup term sheet. It activates at the worst possible moment, when a co founder leaves, and decides whether you walk away with your full stake or with almost nothing. The traps are in the bad leaver definitions, the buyback price, and the acceleration mechanics

When private equity acquires your business, the management package is where the real economics for operators are negotiated. Sweet equity, envy ratio, ratchet, vesting, leaver clauses. Each lever decides what you actually take home at exit. Get them wrong, and a successful deal for the fund becomes a disappointing outcome for the people who ran the business.

Most owners assume the highest price wins. It rarely does. A strategic buyer and a financial buyer want different things, pay in different ways, and treat your team and your name very differently after closing. Pick the wrong type and it can cost you more than a few points on price. This is the decision that shapes the next three years of your life, not just the cheque you cash on closing day.

Warranty and Indemnity insurance has moved from large cap deals into the Belgian mid market. For sellers, it offers clean exits without long escrow tails. For buyers, recourse without chasing the seller. But premiums, retentions, and exclusions vary, and below a certain deal size the economics simply do not work.

Founders keep asking whether to turn their service business into a product company, and AI tools like Lovable and Claude Code make the question more tempting than ever. The honest answer is that most service to product pivots do not deliver what founders hoped for. A contrarian look at what gets underestimated, and when the pivot is actually the right call.

The EBITDA on your financials is almost never the EBITDA your deal closes on. Buyers rebuild it through normalisation, and adjustments typically shift the number by 5% to 25%, which translates directly into millions on the final price. Sellers who do not run the exercise first discover the gap at the worst possible moment.

Selling your company? Most negotiations focus on EBITDA multiples and net debt, but working capital quietly decides what you actually take home at closing. Mishandled, it becomes a source of friction. Mastered early, it shifts the deal in your favour.

An exit is exciting, but it is also full of hidden risks. When granting representations and warranties, you commit to covering undisclosed liabilities after closing. The question is: how far should that responsibility go? Smart negotiation means defining clear limits upfront, so you protect your future without killing the deal.

When you acquire a company, you are not just buying shares or assets. You are buying relationships, know‑how, and key talent. These intangible assets are what make the deal worth it. But without the right safeguards, they can disappear the day after closing. That is why your SPA must secure value drivers through non‑compete and non‑solicitation, assignment confirmations for IP, chain‑of‑title checks, change‑of‑control consents for key contracts, data‑transfer compliance, and retention plans for critical employees.