Today I learned a very valuable lesson at work. There are two companies, Company A and Company B, unnamed because if I were to name them there would be an endless pissing match over this blog entry and I have gone down that road in the past before in a different lifetime, so we’ll just call them A and B. These two companies have services, IT Services that are very close to one another. Company A has a product that pretty much sells itself, and I was asked to look into it. I asked the rep of Company A for a quote, easy enough, and so we moved forward. Then because I wanted to be fair, and because the relationship was technically over with Company B at the end of this month, I asked Company B for a competitive quote, thinking they would possibly come in at or maybe even below their primary competitor.

Instead of what I expected, I got a very rude and shocking awakening. Company B could meet the license levels of Company A, as the magic number was round and small. But instead of the pricetag going down, to where Company A and B would be rationally competitive with each other, Company B’s quote was the total cost of Company A’s quote on top of Company B’s original cost! This took my breath away. It was very much like a very famous brewery near to where I live. You can have a taster of beer for $12 or you can buy a pitcher of the very same beer for $3. So, what we have learned is that the margins are upside down and inverted, which in the brewery example simply means that you can buy a taster of beer for $3, take the remains to the mens room and pour the remains into the urinal. Bye, Felicia.

The shocker was still awaiting my eyes, and even still this takes my breath away. Company B reminded me that while I might be interested in changing before my renewal date, that I might have overlooked a browse-wrap Terms and Conditions item that quite clearly stated that any changes that a customer might want to do must be on-file thirty days before the due date on any agreement. This means that while all the correspondence says one date, the true date to decide came a month before-hand! Now, I’ve faced browse-wrap Terms and Conditions before, none of it is actually enforceable in a court of law, but the cost to fight it out in court is way more trouble than it is worth in the end, unless you’re seeking a pyrrhic victory. I wasn’t looking for a pyrrhic victory. So I accepted the unenforceable Terms and Conditions for what I was facing as it was already budgeted and letting it go was easier than picking a fight with Company B.

Obviously, this entire arrangement went from an innocent and even gamely effort to keep Company B relevant in the marketplace to being regarded as anti-consumer treachery. Hiding your Terms and Conditions in browse-wrap, and then trotting them out and using them when your quote already lost you the battle pretty much rendered our interest in Company B dead-on-arrival. So we have a relationship with Company B, but it isn’t a happy one. I immediately informed Company B’s renewal team that we will not be renewing next year, and I set a reminder to tell them twice more because, well, there are Terms and Conditions to meet.

Which starts a really useful conversation about these Terms and Conditions. What is the positive use of a thirty-day minimum renewal term before the actual terminal date of an agreement? What would Company B get out of those thirty days? Maybe wrangle up more sales to cover the loss? I don’t really understand what benefit comes with a thirty day term like this except to function as a hidden trap for your hapless customer. If I were really cynical, and I am, this thirty-day trap is really a kind of extortion! So that’s what we have, a poisoned relationship with Company B, turning the last year of service into a perverted period of drawn out extortion. This singular revelation has incinerated the customer relationship in this particular case with Company B. That’s what this particular Term and Condition earns a tech company, having it on your browse-wrap site is a clarion call to all your customers that you are treacherous, untrustworthy, a bad-faith actor, greedy, and actively seeking to perpetrate extortion upon your victims which used to be your customers. Now you can witness your customers fleeing from you, as is right and appropriate.

So what did I learn? I learned this single bit of advice, and it’s vital for any IT Manager to listen to what I have to share. If you have an agreement with a vendor, request their Terms and Conditions right now, have them email you everything. Read it, and keep an eagle eye out for this particular nasty little trap. If you find the keyword “days” or “renewal” anywhere in the document, highlight it, and then you will know that the renewal date that the company sends you is a prelude to this particular trap, find the day value, for me it was thirty days, and then roll that relevant and real due date forward one month, so not at the end of June, but at the end of May, for example.

If you are a company trying to do business, and you have the fantasy of being a good faith actor somewhere in your aspirations, know that these Browse-Wrap Terms and Conditions are the battleground we enter when we stop thinking of you as a partner helping us do whatever it is that you offer to us to accomplish, and we start thinking of you as a treacherous snake in the high grass, coiled up and just waiting for us to blunder by so you can strike at us. The Business To Business relationship is a wretched one, you screw us, we leave you, and we make sure that everyone we talk to knows what sort of open treachery you sustain.