National Law University, Delhi in collaboration with Herbert Smith Freehills LLP is all set to organise the 9th edition of the INC.

The Herbert Smith Freehills – National Law University Delhi International Negotiation Competition is a meticulously crafted competition providing an enriching encounter of scholarly knowledge and industry practices to law students around the globe.

Through this collaboration, HSF and NLU Delhi aspire to bring onto a common platform law students who explore the expanding contours of negotiation in a competitive yet fulfilling environment. The simulations mirror real-world situations and industry depth, and expect the participants to apply their scholarly wisdom when sailing through it. Initiated in 2014 and hosted at NLU Delhi, the HSF – NLU Delhi INC is one of its kind in India, evoking special interest among law universities globally. Through its eight iterations, this event has garnered widespread acclaim owing to its carefully devised negotiation simulations and judicious and reliable adjudication, with a legacy of its own to boast of.

The HSF – NLU Delhi INC has witnessed an astounding history of eight glorious editions and is back again in 2024 with its 9th edition from 30th August to 1st September, 2024. 

The 8th edition of the INC witnessed the team from Singapore Management University, Singapore as winners, while University of Technology Sydney emerged as the Runner-Up. National Law School of India University bagged the award for the Best Negotiation Plan. Linus Koh Kok Chuen from Singapore Management University was adjudged the Best Negotiator. Chuo University, Japan won the Spirit of the Competition Award.

The 9th HSF – NLU Delhi INC is here to revolutionise the art of negotiation, and this live-blog will help you see through! In the meantime, stay tuned for constant updates on our social media handles on Instagram and LinkedIn.

Day 1 | 30th August, 2024

16:00: Participants, members of the Organising Committee and volunteers intermingle in the Academic Block of NLU Delhi as registrations are underway. Greetings are exchanged and spirits seem to be high as people wait in anticipation of the inaugural ceremony and the highly anticipated panel discussion to begin.

17:30: With the registrations over and the chitter-chatter beginning, the participants have started to introduce themselves to each other. NLU Delhi has been filled with diversity, with 30 teams from all around the globe and throughout India. The lights are dimmed and a friendly and fun introductory video is played which everyone has thoroughly enjoyed. 

18:08: National Law University Delhi is ready and thrilled to host the 9th Herbert Smith Freehills – NLU Delhi International Negotiation Competition! Ayush Katyayana and Vedika Chawla, the Student Coordinators, extend a heartfelt welcome to the esteemed guests and participants. They reflect at the proud history of the INC, and introduce the guests of honor. Up next, the Registrar will deliver the welcome address!

18:12: Prof. (Dr.) Ruhi Paul extends a warm welcome to all the guests. She points out that the INC, with its diverse and multicultural participation from multiple foreign universities, gives students a practical experience in negotiating deals. Prof. Paul appreciates the relationship between HSF and NLU Delhi for the valuable opportunities it provides to students and goes on to underscore the importance of dispute resolution and negotiation. She wishes the teams success in the upcoming rounds.

18:16: Vedika Chawla introduces Mr. Mark Bardell, Partner at Herbert Smith Freehills LLP, and invites him to give the introductory address. He warmly thanks National Law University and praises the HSF – NLU Delhi INC tradition. He asks the teams to make the most of this wonderful opportunity and have an incredible time. He reflects on the words of Prof. Paul and talks at length about the importance of negotiation as a skill. He encourages participants to form lasting friendships and connections at the INC.

18:22: Ayush Katyayana introduces Mr. Siddhartha Shukla, Partner at Herbert Smith Freehills LLP. Mr. Shukla talks of his strong connection with the competition while highlighting the thought and effort that runs behind the scenes of this collaboration. With great enthusiasm, he encourages participants to leverage the INC as an opportunity to build networks and form lasting friendships. He shares his vision of increasing the participation in the competition and thanks the teams for joining from all across the world. He puts emphasis on his most important suggestion, that participants enjoy themselves while here. A video introducing the 9th Edition of the HSF – NLU Delhi INC is played, with panoramic views of the city of Delhi being displayed.

Day 2 | 31st August, 2024

Preliminary Round 1

NR2 | Team Code 109 v Team Code 113

10:10 – The judges and the disputing parties have settled into their seats in the negotiation room. All eyes are now eagerly focused on the competition ahead! The negotiation kicks off on a positive note, easing the mood in the room. The parties take turns introducing themselves, and exchange pleasantries.

10:15 – With this, the parties enter into the negotiation!  Peter Pan talks about the effort that has gone on behind the scenes to reach the pedestal they are at today and swiftly move towards the first point. Peter Pan looks for direction as it asks Captain Hook to discuss its long-term broader goals. There it is! Peter Pan proposes an acquisition where they acquire Captain Hook’s entire share capital but assure no restriction on how Captain Hook functions. Captain Hook expresses gratitude for the thoughtfulness.

10:25: Both companies showcase their negotiation skills as they navigate the complexities of the acquisition. Captain Hook expresses concern and highlights their anti-violence policy. Peter Pan assures them that they will retain that and expresses willingness to settle into a situation where Captain Hook gets half the seats at the board of directors, ensuring flexibility. Captain Hook expresses disagreement on the clause of exclusivity as it deals with multiple other entities. Peter Pan clarifies that this clause is just for cartoons. To ensure a smooth and efficient negotiation, the parties take up the concerns point by point. 

10:40: The parties come down to a licensing agreement instead, as Edna’s position is held in high regard by Peter Pan. The exclusivity clause would still be retained even if it comes to this. At the end of a long-term collaboration of 5 years, Peter Pan seeks a preemptive clause, the terms of which will be worked upon later. It repeatedly highlights its need for a sense of security. Captain Hook is willing to expand the time period to a longer duration. As they advance, all the points that seemed of much concern earlier, now seem negotiable and solvable. They take a moment to appreciate the wonderful pace at which decisions are being made. A stalemate at the licensing fee serves as an added layer of intrigue!

10:47 – With all other concerns into place, the parties discuss the exclusivity clause one last time. All heads turn to Noah Wade as she has the final say now. New cartoons will now be exclusive with Peter Pan! The parties express elation and look forward to see how the next 5 years pan out. The negotiation ends as the parties exchange a word of thanks and acknowledge the growth that they have achieved through this negotiation.

NR3 | Team Code 121 v Team Code 120

10:08 – With the impactful arrival of our final judge the negotiations are ready to commence. The atmosphere is jittery as the greetings take place. At the same time the competitors have a determined look in their eyes. Let’s see who gets away with the lion’s share of profits through this negotiation!

10:23 – The client of Captain Hook is making it clear that their brand is about protecting children from any harmful content. A discussion for setting the agenda for the day is underway. Peter Pan is expressing their appreciation of the contribution of Captain Hook towards cartoons and shows interest in acquisition or collaboration. The first agenda is a discussion about the ethos of Captain Hook and the accusations against Peter Pan. Let’s hope the ethos of this room remains friendly!

10:38 – A consensus has been reached in terms of protecting the interests of children. Separate profiles, a new algorithm mechanism and a new mascot for the children content by Edna Mode has been proposed. A major point of contention is the repercussions that Minnie would face due to her comments and the reservations of the star artist of Captain Hook- Edna Mode. After agreeing to restricting Minnie, the Captain Hook wants to restrict the reliance of Peter Pan on violent content. We hope this does not restrict this negotiation!

10:53 – The negotiation has proceeded onto the next phase. Discussion is underway on an actual collaborative plan. Captain Hook wishes to capture a larger market by sealing a licensing agreement instead of an acquisition. There is confusion between the client and the counsel of Captain Hook in terms of exclusive and non exclusive agreements with other platforms. The counsel of Captain Hook would like Peter Pan to pay termination costs in case of an acquisition.

11:00 – The negotiation is moving towards an acquisition with Captain Hook trying to secure a minority stake for James Sullivan in Peter Pan. The details of this will be sorted out in the future. Suddenly the client Captain Hook has come up with an innovative idea to have a separate Captain Hook button in Peter Pan Plus. Peter Pan proposes delegating James to a separate Captain Hook Board. With a positive outlook for the future, let’s hope this doesn’t foreshadow the value of Captain Hook for Peter Pan! The negotiation ends just like it began: with a handshake but this time with a mo

NR5 | Team Code 107 v Team Code 114

10:03 – The teams and judges have arrived for the round. There is much anticipation and excitement in the room. The parties exchange their pleasantries as they sit down to discuss business. They stress the need to establish a clear agenda and clarify their respective roles. Captain Hook emphasizes the importance that the company holds in their lives. Counsel for Captain Hook lays down their expectations from the negotiation. They set out the agenda, to discuss the possibility of a licensing agreement.

10:08 – Once the agenda has been set, the parties get down to discuss the concerns and find common interests. Captain Hook clarifies that a licensing agreement is not dangerous for them. However, Edna, their cartoon designer, would not be comfortable with an acquisition agreement that would take away her creative freedom. Jesse Dabney, the CEO of Peter Pan receives this well and does with any requirements for an acquisition and starts laying down her expectations from a licensing agreement. Seems like a good strategy that breaks the deadlock between the parties. The heat rises in the room as the parties get down to negotiate the licensing fee. An interesting watch for sure!

10:23 – There is some relief in the air as parties find common ground and exchange smiles. Noah Wade, the CEO of Captain Hook suggests setting the discussion related to licensing fee aside. They decide on first talking about the breach of the contract and the resultant negative impact on their reputations. They are affixed on the scandal related to Minnie M that left a mark on the children’s market. Reassurances are being provided by the Counsel for Peter Pan as to the amelioratory measures being taken by them to address the situation.  

10:38 – With that discussion over, the parties circle around the issue of the time period of their licensing agreement. While Peter Pan pushes for a 5-year contract, Captain hook tries to restrict it to 1 year. Counsel for Peter Pan suggests streamlining the discussion for better clarity. A useful suggestion indeed! An eight percent fee along with parental control is mooted by Peter Pan which is agreed to by Captain Hook. A sigh of relief from Peter Pan! Captain Hook seeks protections for the content streamed on Peter Pan. Jesse, CEO of Peter Pan seeks exclusivity in their contract.

10:53 – With the round almost coming to an end and the discussion being in the final stages, the parties refine the edges of the potential agreement between them. There are acceptances being made left, right and center between the parties, with smiles, of course! Peter Pan stresses that they are open to discussing any and every thing even at a later stage. The parties summarize the points discussed and the happy agreements made. A 3-year time period with 8% licensing fee and bonus is the final deal. Parental controls and separation of Minnie M are additional highlights. They exchange pleasantries and congratulate each other for a successful session.

NR6 | Team Code 126 v Team Code 124

10:15 – Greetings, there is a sense of friendliness in the air as the judges and the participants have arrived and settled down all ready to kickstart today’s negotiations. The parties begin by introducing themselves, they discuss the agenda and express the intention that they both want to have a mutually beneficial agreement arising out of this negotiation. Captain Hook outlines that they want to focus on the acquisition bit. Peter Pan’s Client expresses to her how her relationship with Peter Pan began and how she wishes to unlock its potential by joining hands with Captain Hook. 

10:20 – Captain Hook highlights how she feels that this negotiation would prove to be fruitful for both their companies. Their Counsel then starts by highlighting two aspects of this proposed synergy which they wish to gain a clearer perspective on regarding controversies and terms of the acquisition model that Peter Pan is proposing. Captain Hook highlights their concerns regarding independence. They do however say that they are open to a merger. Peter Pan emphasizes they value their audience and they wish to maintain the essence of their shows and the content they produce. Peter Pan expresses curiosity about their brand reputation.

10:35 – The parties then begin discussing licensing terms, and Peter Pan puts forward new ideas for the Peter Pan+ subscription platform. Captain Hook proposes a bifurcation of content and separating adult content from child friendly content. Peter Pan assures that they are working on improving their parental control model. Captain Hook seeks clarifications into the nitty gritties of parental control. With respect to their controversy about Minnie, they express their concerns with the statements made by Minnie, and how to avoid future situations like this arising with brand ambassadors. Captain Hook emphasizes that brand value is a priority for them. 

10:50 – The negotiations advance as Peter Pan inquires about Edna Mode’s role and her creative control freedom post the merger. Captain Hook proposes how Edna would be a fruitful addition to have onboard. Peter Pan then also puts forward how they want to bring Edna on for children’s content and Minnie for the adult content. The negotiations then shifted to James Sullivans’ role in this merger. Captain Hook discusses his authority and involvement with the board. Peter Pan then highlights how they wish to increase viewership and it is a priority for them to bring their numbers up.

10:57 –  Captain Hook wishes to enquire about James’ role in the board however due to the paucity of time Peter Pan proposes that they reconvene at a later date to discuss this further. Captain Hook then seeks clarifications about the production agreements. Peter Pan begins summarising terms of the acquisition discussed so far including Edna and James’ roles, working with charities to strengthen company ethos and improve brand image. Peter Pan puts forward a written proposal, to which Captain Hook expresses their wish to add some more terms. Parties mutually decide to discuss this later. They shake hands and the negotiations conclude.

NR8 | Team Code 105 v Team Code 125

10:15 – The negotiations have started on a positive note, with a vibrant energy in the room. Both parties introduce themselves and begin by setting the agenda to have a structured discussion.  They establish that they are both very willing to come to a well rounded deal. 

10:20 – Captain Hook continues with the introductions and speaks of their ethos, they emphasize the importance of James Sullivan to their organisation. Both parties agree on a deal structure comprising the shareholding, the rights gained by James Sullivan and the culture and ethos of the company. The negotiation continues with a focus on James Sullivan, his veto rights, shareholding and certain pro-rata voting rights. 

10:35 – Captain Hook conveys their concern over Minnie M’s recent statements on violence. Peter Pan tries to allay their concerns by saying that they condemn her actions and are currently negotiating a new contract. They also assure Captain Hook that they will ask her to put out a public apology and clarification. The discussion continues with a focus on shareholding and Sullivan’s veto rights.

10:50 – Peter Pan brings the conversation to Edna Mode and asks Captain Hook what her concerns are. Captain Hook states that they wish to have certain veto rights in the day-to-day operations with their representatives in the compliance committee, they also wish to have Edna Mode on the board. Peter Pan states that they too wish to interfere minimally, however, they wish for exclusive rights in Captain Hook.

10:57 – Peter Pan clarifies their position on Captain Hook being a separate entity with respect to creative choices. They say that Peter Pan will only have a greenlighting role with Captain Hook having its own board of directors. The parties circle back to Edna Mode and her faith in the ethos, by which this acquisition must abide. 

NR 9 | Team Code 118 v Team Code 123

10:02 – The judges and participants have reached, and both teams have introduced themselves to each other. The teams have both given their interests, and are discussing future plans. The client of Captain Hook, Noah aims for constructive dialogue which could lead to a future constructive and productive collaboration. The CEO of PeterPan elaborates their deep past history, and an interest to include James Sullivan as a stakeholder of their company.

10:17 –  The CEO of Captain Hook raises his concern regarding the recent issue of violence and Minnie M’s statement. The Counsel of Peter Pan states that they are not directly involved in the statement and moreover they have sorted out the issue privately. The Counsel of Captain Hook requests for a scrutiny team for publicity, a child lock,  a separate viewing profile, and replacement of Minnie M. The counsel for Peter Pan states that they cannot replace Minnie M, but they will ensure that this situation will never occur again.

10:32 – The Counsel for Peter Pan brings on the table a 100% acquisition of Captain Hook, due to their immense financial backing that they can provide to Captain Hook. They believe that Joint Ventures require some more regulatory hurdles that need to be crossed, so an acquisition would be a simpler solution. The CEO of Captain Hook flatly refuses this proposal, stating that they require independence, and the Mergers and Acquisitions process would take an equal amount of strenuous effort. The Counsel for Peter Pan shows his acceptance to a 51% to 49% shareholding in the acquisition.

10:47 – The Client for Captain Hook elaborates the position of Edna Mode is in their company, stating that she was skeptical for a Joint Venture Agreement, and thus a complete acquisition would be out of the cards for now. The Counsel for Peter Pan reemphasizes his need for owning the cartoons, not just management and distribution of the cartoons. The Client of Captain hook suggests an initial 6 to 12 month Joint Venture Agreement to test the waters regarding the general ethos, viewership, and general management of the employees.

10:55 – The Counsel for Peter Pan states the need for more children’s content, due to the dearth of cartoons and other family friendly shows that will allow for a diverse set of shows. The counsel for Peter Pan states that the Joint Venture should not have a strict time limit, and if there was a Joint Venture Agreement, 75% for Peter Pan, 25% for Captain Hook, and the full licensing of all cartoons of Captain Hook. A JVA of 6 months was settled upon, with an indemnity clause as well and a 3 year withdrawal period was declared.

NR11 | Team Code 104 v Team Code 129

10:08 – As the judges and participants take their seats, they exchange greetings with the participants and get ready to start the negotiations. Team 129 wishes to commence straight away with their agenda, however, Team 104 wishes to introduce themselves as their counsels hadn’t been previously introduced before. Mr. Dabney laments about his childhood dream of being a movie director and how he now has become a CEO. He further highlights his desire to have entertainment for all ages, keeping in mind the interests of both parties. 

10:23 – Bailey Jones proceeds to discuss the agenda of Dabney and Peter Pan, highlighting the need to reach an agreement on an equity acquisition structure, the nature of employees, and deciding how to manage content and decision making. Drew Henderson an agenda discussing the nature of the licensing agreement and exclusivity, and the intellectual property rights of Captain Hook’s titles. The two teams diverge in terms of their agreement, Captain Hook aiming for a licensing agreement to retain independence and pre-existing brand deals, including the vital role of Edna Mode, whereas, Peter Pan aims to reach an acquisition agreement to ensure that their pre-existing agreements and managing rights are retained. Peter Pan breaks for a caucus to discuss their way forward. 

10:38 – Upon returning from their caucus, Peter Pan and Captain Hook aim towards an agreement; the former hoping for a phased acquisition with an initial 33% acquisition, ultimately reaching a 76% hold in Captain Hook, whereas the latter aims to hold a one-year trial period to phase into a potential acquisition – in light of the resistance of key player Edna Mode towards large conglomerates. Noah Wade continues to highlight that the highest share that Captain Hook is willing to give over to Peter Pan is 33%. Peter Pan agrees, if a potential for a growth in their share is possible. Peter Pan aims for 51%, however, Captain Hook remains rigid at 33%, unless Peter Pan is ready to have a 51% share freeze for a certain time period. Noah Wade highlights the need to move the negotiation forward, and the fact that they are making concessions to reach an agreement hoping for reciprocity. 

10:53 – Captain Hook and Peter Pan move on to discussing the nature of the licensing agreement. Wade highlights how for the first year the agreement would be non-exclusive due to pre-existing contracts, Peter Pan understands and aims to change this after the first year. The two teams go ahead and discuss the licensing fees, Peter Pan hoping for 8% licensing, however, Captain Hook remains firm on a 25% licensing fees as justified by the equality of their content. Wade once again highlights the compromises made, in response Bailey illustrates how the purpose of this negotiation is not to incur compromises but to reach an agreement. Wade brings up the issue of Minnie M as the brand ambassador of Peter Pan. Peter Pan suggests putting Edna Mode as tehri brand ambassador in their second year post the acquisition. 

11:00 – As the negotiation comes to an end, the parties decide on a 20% licensing fee, with a one year non-exclusive licensing agreement, progressing into a phased acquisition of 51% in their second year of commercial partnership, as well as the exclusively adult content related nature of Minnie M’s role as the brand ambassador, with Edna Mode to move in as an ambassador for children content. An agreement is further reached on implementing a child-lock. The negotiations end as Captain Hook and Peter Pan exchange gratitude and acknowledge the progress of their negotiations and reach an end agreement that fits the interests of both parties. 

NR12 |  Team Code 130  v Team Code 128

10:10 – The judges have arrived, and the atmosphere is charged with anticipation. The representatives of Peter Pan Inc. and Captain Hook LLC have settled in their seats, and we are ready to begin what we hope will be a wonderful round of negotiations. Both sides exchange their introductions and share their common intentions and expectations from the negotiation round. Following the formalities, the parties undertake to set the agenda. The agenda constitutes negotiating on whether an acquisition or licensing agreement would be the most beneficial for both parties with discussions centered around the concern of creative freedom.

10:16 – The negotiations kick off on a friendly note as both parties engage in the first agenda item of the potential acquisition of Captain Hook by Peter Pan Inc. Peter Pan’s counsel highlights how the acquisition could expand Captain Hook’s viewer base and attract better investment opportunities. The CEO of Peter Pan reassures Captain Hook with a commitment to socially responsible practices, addressing the past scandal and outlining initiatives to prevent future issues. Captain Hook’s counsel presents their preference for moving forward with a licensing agreement. Both sides remain focused on achieving a mutually beneficial outcome, aiming to secure the best possible deal for their respective companies.

10:28 – With all eyes on the negotiation table, the discussions revolve around crucial aspects of integration of the companies, concerns regarding creative freedom and the importance of Edna for both the parties. The conversation shifts towards a possible licensing agreement, with the suggestion of periodic reviews to lay the groundwork for a long-term convergence between the companies. At this critical point in the negotiations, Peter Pan requests a caucus to carefully consider and refine their position on the review of the licensing agreement. With both sides returning to the table with a fresh perspective, the deliberations now focus on the terms for potential termination and periodic review of the agreement.

10:42 – Building on a beautiful analogy of how such a corporate partnership is akin to marriage and involves thought and trust, the parties enter into discussions on the technicalities of the period of licensing agreement and threshold for material adverse change clause. After reaching an impasse, the parties mutually agree to move to other agenda items. The discussions turn to the diverse content featured on Peter Pan Plus, where they mutually agree to preserve existing content while creating a dedicated kids’ section on the platform. Following a suggestion from Captain Hook’s counsel, the conversation pivots to the critical issues of licensing fees and oversight of the companies’ internal management.

10:49 – Due to the paucity of time, the negotiation shifts its focus to the numbers surrounding the licensing fee. Captain Hook’s representatives, firm on a 10% fee, stress that as market leaders in their genre, this is the minimum they can accept. In contrast, the CEO of Peter Pan insists that moving beyond 5% is challenging. As the final offer involves reducing the frequency of licensing agreement reviews to align with the proposed fee, tensions rise, and the negotiations become heated as both sides push for the best outcomes for their companies. The discussion takes an unexpected turn and ends abruptly, with both parties agreeing to revisit the issue in future talks.

NR13 | Team Code 111 v Team Code 106

10:07 – It is a pleasant day here at NLU Delhi, and the teams are engaging in hearty introductions. Noah Wade begins the round on behalf of Captain Hook, listing out the achievements and objectives of the organisation. They go on about their rapport with their viewers, and emphasise on finding a synergy between the parties while also avoiding all kinds of controversy. Drew Henderson then takes over, hoping for a better understanding between the two parties while delineating the motto of Peter Pan.

10:22 – Drew begins to discuss a licensing agreement for a fruitful collaboration. Points to be discussed for the day are then brought up, firstly the rights of creations of cartoons and their future direction, secondly, duration and fees of licensing agreement and lastly, the collaboration as a whole. Captain Hook then asks what exactly Peter Pan looks for in a collaboration, and drives the discussion toward a licensing agreement. However, due to time constraints, the acquisition is discussed directly – Peter Pan looks particularly for a children’s segment and Captain Hook is amicable to this. James Sullivan’s stakeholding is then talked about, and his passion for his company is emphasised.

10:37 – Peter Pan reassures them that there will be no kind of violence shown in the children’s section particularly while continuing to push for an acquisition. Bailey, Peter Pan’s counsel then proposes a salaried position for James in the Board of Directors, while also being the face of the company and reconsidering the contract with Minnie. Edna’s skills are brought to the table, and she still refuses to deal with Peter Pan. Peter Pan proposes the position of Director of Cartoon Content with a specific segment for her. Drew hopes to draw remuneration from performance – the 25% proposed by them is much more than the industry standard of 6-8%. This is justified by Captain Hook through their quality, met with the point that Peter Pan has a high-quality viewership as well.   

10:52 – The exclusivity clause in the collaboration is discussed. Drew proposes a limited time frame for the clause, to which Peter Pan then asks for a caucus Post this, a middle ground is proposed by Peter Pan – an initial lease period of 5 years, and after an evaluation of the performance while giving full creative freedom to Edna. This would be along with a 7% revenue, based on viewership, during which Captain Hook can monitor the company culture and reputation of Peter Pan. However, the exclusivity clause is dropped. Noah asks for a longer timeframe to ensure quality, and Drew focuses on how important it is to give artists their rights. They request that along with not having her be a part of the conglomerate, she is awarded a fair remuneration.

11:59: Drew then proposes stock options, and asks if the licensing fee can include stock, as well as cash. Five years seems to be too long for Noah, and proposes a year instead. Peter Pan then asks what a fair remuneration would be when stock is included which is discussed. 10% stock options, and 10% is to be considered as licensing fee – this is agreed to by both parties. The lease period is then asked to be 3 years instead as a middle point since they have 3 BoD positions as well. Both the parties are fairly satisfied with this agreement – they summarise their points and they neatly bring the productive hour to a close!

Preliminary Round 2

NR 2 | Team Code 111  v  Team Code 103

14:08 – The judges have arrived, and the atmosphere is charged with anticipation. The representatives of ABC Drugs and Synthetic Medicine Ltd. have settled in their seats, and we are ready to begin what we hope will be a wonderful round of negotiations. Both sides exchange their introductions and share their common intentions and expectations from the negotiation round. Following the formalities, the representatives of ABC Drugs and Synthetic Medicine Ltd. set the agenda consisting of three broad aspects of capital and liability sharing between the parties, and the revenue and management structure and possibility of global outreach of the medicine

14:17 – The negotiations begin on a friendly note as both parties delve into the first agenda item of discussing a non-compete clause and its renewal terms. The CEO of Synthetic Medicines emphasises the importance of protecting their intellectual property, leading the conversation to ownership structure. Synthetic Medicines expresses a desire to hold a 60% majority stake, citing their patented process as a key asset. In response, the CEO of ABC Drugs proposes a model where ABC would hold 80% of the stake, leaving 20% for Synthetic Medicines. Both parties remain focused on reaching a mutually beneficial outcome, driven by the urgency of addressing the ongoing public health crisis.

14:35 – The negotiation takes an interesting turn with the talks navigating towards understanding the control over the board of directors, with Synthetic Medicine proposing a 3:2 split in their favour.  Both parties acknowledge and address the offer regarding ABC Drugs holding a majority share initially, with ownership gradually shifting towards a larger share for Synthetic Medicine over time. The parties agree on equal representation on the board, starting with five members, including one independent practitioner, and transitioning to nine members as NewCo expands.

14:48 – At this critical juncture of the negotiations, ABC Drugs requests a caucus to carefully deliberate and present their position on profit percentages. As the parties reach an impasse regarding the revenue structure, the focus shifts to the allocation of liability between the two parties. The discussion progresses to address potential side effects and the associated liability. The CEO of ABC Drugs proposes that their company assumes sole responsibility, with an independent investigation procedure in place to determine the cause and assign liability to Synthetic Medicine in the event of an IP-related fault. Both parties happily agree to grant ABC Drugs exclusive access to Synthetic Medicine’s intellectual property.

13:02 – Finally addressing the elephant in the room, the negotiations turned to the critical agenda of profit sharing. The parties amicably agreed on a final offer of an initial 60-40% split in favour of ABC Drugs, reflecting their upfront costs, with a gradual transition to an equal 50-50% stake between ABC Drugs and Synthetic Medicines. After summarising the key takeaways, both sides resolved all major points of contention, bringing the negotiation to a close on a mutually agreeable note.

NR5 | Team Code 110 v  Team Code 128

14:05 – The judges and the parties take their respective seats. The tension in the room is building as each party looks at the event with great anticipation. The teams greet each other and introduce themselves. They stress the need to establish a clear agenda and clarify their respective roles. Xavier Simpson, the CEO of Synthetic Medicine lays down the agenda for the session. With great hope, the negotiation process begins.

14:10 – Counsel for Synthetic Medicines clarified her role in the discussion. Dr Rajesh Malhotra, the CEO of ABC suggests certain improvements in the agenda which are accepted by Synthetic Medicines. The parties thoroughly discuss the possibility of a confidentiality agreement. Following this, they move to the licensing fee. As aptly remarked by Xavier, business is built on trust! The thought is echoed by Dr. Malhotra. He praises the synergy between the two companies and proposes commissioning an independent investigation into the accurate valuations of the two companies. 

14:25 – The parties share a laugh or two at the agreements they witness right from the start of the round. Xavier proposes going into a profit-sharing discussion. Synthetic Medicines is agreeable to striking off any licensing fee if a profit-sharing solution is agreed to. The capitalization is fixed at a hefty sum of a billion dollars. Dr. Malhotra emphasizes the importance of a fair share of profit between the parties. Xavier proposes treating 50M dollars as an investment loan or agreeing to 70-30 profit sharing split. ABC Drugs is rigid on having an independent commission for the job rather than doing this themselves.

14:40 – Counsel for Synthetic Medicines nudges the other party to be more agreeable, looking at what they bring to the table, especially with respect to the support of the Serasian government. Dr. Malhotra explains his perspective and talks about the Joint Management Committee. Xavier agrees to the independent commission. ABC takes a short caucus to discuss the road ahead. Tension builds in the room as both parties plan amongst themselves. Xavier demands veto power on the use of their IP. However, ABC assert that they should reserve the right to make decisions related to their manufacturing, while reassuring Synthetic against any misuse.

14:55 – With the discussion coming to a fruitful end, the parties reiterate the agreements made. The parties, with a sigh of relief, agree that final decisions related to manufacturing and R&D shall lie with ABC Drugs while Synthetic Medicines retains the right of veto over the use of IP. A Joint Management Committee shall deal with all the other issues. A tiered profit-sharing agreement is mooted confidently by Dr. Malhotra. A final metaphorical stamp is put on the agreements made. The parties summarise the agreements, exchange pleasantries and conclude the round successfully.

NR8 | Team Code 119 v Team Code 130

14:14 – The participants and judges take their seats and exchange greetings as the round commences. Each party lays down their agendas and expectations from this round, both agreeing on the need to reach a joint agreement to ensure the best possible outcome for both parties. Dr Malhotra reflects on a past incident that portrayed the need for implementing a successful production and distribution of the new insulin vaccine, believing that the best outcome will come from collaboration between the two parties.

​​14:34 – ABC and Synthetic lay down their agendas, both teams emphasising on the need to discuss the licensing of Intellectual Property for the creation of the new vaccine. The discussion moves towards the nature of said licensing, primarily revolving around the need for a non-compete clause over the sale of the synthetic vaccine in RoS, and an exclusive licence. Both of these limits solely apply during the length of the joint venture, NewCO, that the two companies are looking to form. Turning to the duration of the joint venture the teams agree on a period for 18 years and two months. 

14:49 – As the round progresses, the two teams delve into the cost breakup of the joint venture. A previous discussion between the two clients is repeatedly referenced by ABC when highlighting that ABC has already agreed to cover the construction costs, and thus expects Synthetic to bear the R&D and equipment costs. An agreement is reached to allot the R&D costs to Synthetic and construction to ABC, however, the two continue to debate which team will bear the burden of the equipment costs, each arguing for the huge financial implications associated with burdening a second cost.

15:04 – Both teams continue negotiating the split of the burden of costs. The two teams come to an agreement to switch their discussion to the split of representation in management, concurring on a 70/30 split, for ABC and Synthetic, respectively, keeping in mind the relatively higher burden of the cost of production borne by ABC. Synthetic emphasises that this is important for the functioning of the joint venture because of the stringent laws of RoS that entail a significant stakeholder position of Synthetic. Moving on with the negotiation, the teams discuss the liability terms of the joint venture.

15:11 – As the round comes to an end, the two companies agree on a 70/30 split for their board of directors. The two teams end their negotiations by an expression of thanks and an appreciation of the other side in reaching a consensus.

NR6 | Team Code 120 v Team Code 115

14:25 – The judges and the parties involved in the dispute have taken their places in the negotiation room, setting the stage for the competition. Anticipation fills the air as all attention shifts to the upcoming negotiation. The session begins on a friendly note, creating a welcoming atmosphere. Each party introduces themselves, followed by the Counsel, who explains the guidelines that will govern the negotiation process.

14:40 – The parties are excited to begin the negotiation process! They start by clearly setting the agenda for the day, beginning with a focus on a non-disclosure clause to protect intellectual property (IP). ABC Drugs assures Synthetic Medicines of confidentiality and expresses interest in obtaining a licence to use the IP. As discussions progress, both parties delve into the details of the IP’s value, addressing any differences in views regarding its use. The atmosphere is constructive as they work towards a mutually beneficial agreement.

14:55 – We are pleased to note that both companies have demonstrated commendable negotiation skills as they work through the intricacies of this acquisition. ABC Drugs has proposed that the shareholding ratio should be reflective of each company’s contributions to the joint venture, suggesting an equitable 50-50 split. Additionally, ABC Drugs proposes to take on operational management responsibilities, with the aim of optimising vaccine production. ABC Drugs has further assured compliance with all necessary environmental regulations in its factory operations. Meanwhile, Synthetic Medicine has highlighted their legal concerns regarding potential side effects associated with the medicines. We look forward to a continued productive dialogue!

15:10 – The negotiations continue to progress with the same collaborative vigour. ABC Medicines has assured that they will provide access to their factory and conduct necessary supervisory checks to maintain high operational standards. They have also inquired whether Synthetic Medicine is currently engaged in discussions with any other company regarding the intellectual property. As the negotiations progress towards revenue-sharing arrangements, Synthetic Medicine has proposed a profit-sharing structure of 70:30, with the distribution occurring before the costs are recovered. In response, ABC Drugs emphasised that priority should be given to recovering the respective investments made by both parties before profits are distributed at a fixed rate.

15:17 – ABC Drugs has inquired about the licensing fee and has expressed its willingness to cover the associated costs. Synthetic Medicines has agreed to exclusively license its intellectual property to Dr. Rajesh has committed to assisting in the hiring of a regulatory officer at the factory to ensure compliance and efficient operations. As the negotiations are reaching its conclusion, both parties exchanged words of gratitude, acknowledging the significant progress and mutual growth achieved during this process.

NR 7 | Team Code 123 v Team Code 113

14:30 – As the judges and participants take their seats, they exchange pleasantries and get ready to start the negotiations. There is a spirit of friendliness and collaboration in the air as the parties commence the negotiations. ABC Drugs begins by expressing their willingness to be here today and how valuable this negotiation is for them. They then begin by setting the agenda which includes the structure of collaboration and regulatory landscape and IP rights. Counsel for Synthetic Medicine then appreciates that they have gathered today to negotiate and move further on discussing the agenda.

14:50 – ABC Drugs then moves forward with discussing the regulator terms and then they come to discuss the second agenda. Synthetic Medicines proposes that both parties split the costs and profits 50-50. Their Counsel then lays down the terms of what they have agreed upon so far. They propose that although costs and profits are being split, they shall not be held liable for any claims and it should fall explicitly on ABC. ABC expresses their apprehensions about this and asks for some preventive measures to be applied so that they don’t suffer huge losses like they previously have.

15:20 – The parties start laying down terms of operational control. ABC proposes setting up specific committees which shall ensure smooth operation and production. Synthetic proposes that they can cover the IP-related claims and ABC shall be covering the operation-related claims. ABC clarified that they will be adhering to the terms set by Synthetic and prioritize their interests. Both parties thus agree on all the agendas they had decided on for today’s negotiation. They thank each other and Synthetic Medicines expresses gratitude for how beneficial this is going to prove for their country. The negotiations thus conclude on a mutual and friendly note. 

NR10 | Team Code 106 v Team Code 108

14:25 – The round begins with both teams introducing themselves and listing their expectations from the negotiation. Team 108 lists how their company works for the betterment of humanity at large and how they believe ABC drugs and Synthetic medicines will bring about constructive changes together as they recite the oath taken by medicos before joining the profession. Team 108 extends the hard copy of some documents and talks about their agenda. Team 106 takes the lead as they appreciate their counterparts and lay down their agendas, highlighting the value and importance of synthetic medicines. The round proceeds. 

14:33 – Team 106 gains appreciation as they talk about how every moment they do not spend here is spent working with insulin and saving lives. They also talk about how they would want to leverage this further in active collaboration with ABC Drugs, 108. Both teams lay out their shared agenda and derive the order of discussion, sparking off their discussion by discussing the controversy around the “toga vaccine.” The conversation further delves into the suit filed regarding the vaccine and what ABC drugs feel about it. The teams discuss the vaccine and its side effects for 10 minutes and then go on to the “friendly farmer” payment case. The topic ends, and they discuss the various intangible assets both teams are willing to put forth and the IP that would go into the joint venture. The discussion further goes into the direction of the rights and liabilities of both companies under the Joint Venture (JV). 

14:54: ABC Drugs lists the issues that might be faced during the implementation of the JV and how both companies would provide certain things for the effective establishment of the JVs. They discuss the various steps they would take to simplify the process of setting up a JV and how they would both work for its success. ABC drugs offer to set up the JV, provide labor, workforce, land, and property, etc. while expecting Synthetic Drugs to work on other fronts. This is further discussed for some time, and after that, the companies move forward to discussing their target market and cost-benefit analysis, as they highlight the importance of the financial interests of both companies as well.

15:09 – The companies move forward to discuss the profit-sharing mechanism, and ABC Drugs proposes an 88% profit share for them with a 12% profit share for Synthetic drugs, which is not agreed upon by Synthetic drugs. The discussion gets heated as very witty and valid remarks are made from both sides of the table regarding the profit-sharing, as Synthetic drugs propose a 50-50% profit-sharing, which is heavily disagreed upon by ABC Drugs. The discussion also proceeds into the topic of ownership settlement, and they agree to a 50-50% ownership sharing. While ABC Drugs believe that they deserve 88% because of the costs they will incur, Synthetic drugs feel that their sharing of the IP process of the insulin deserves much more than 12%. 

15:13—The teams discuss signing an unprincipled or loan licensing agreement under which synthetic drugs would also provide labor and further revise the profit-sharing ratio. They also talk about ABCdrugs’ expectations when they demand the IP of synthetic drugs. The discussion stems from the final ratio being discussed and decided and the entry of certain careful clauses in the agreement, including confidentiality protection, a technology transfer agreement, and a black buck IP clause. The companies finally concluded with an offer both parties agreed upon and discussed the manufacturing and production designing defects. The meeting ends on a good note as the parties step away with many agreed agendas and a promise for future meetings with active collaboration to work for the betterment of humanity. 

NR11 | Team Code 102 v Team Code 127

14:23 – The entry of the judges has brought a sudden shift in the atmosphere of the room. Friendly banter between the teams has ceased and their games faces are on.The nervous energy has calmed down a little as it is the second round of the day yet the motivation of the teams runs high. We hope some energy is saved for the socials!

14:43 – The client of ABC drugs has highlighted his role as a doctor in shaping his view with respect to vaccination and curing illness. Synthetic Medicines has made their commitment towards accessible healthcare clear. The agendas put forward are Intellectual Property, Publicity, Production and Profits (which they’ve dubbed as splitting the pie). Inquiries regarding the past of the client of ABC drugs are made to establish trust between the parties. One party seems to be more skeptical than the other!

14:58 – Discussions about the confidentiality of the IP are underway. An NDA is unanimously agreed upon by both the parties. Further, a tiered access protocol has also been accepted. There seems to be a consens upon future commercial endeavors with respect to targeting different markets eventually. Synthetic medicine just has reservations with respect to the terms of the usage of their IP. They demand a non-compete agreement to ensure that their IP is not used by ABC drugs as a tool against them. Let’s hope more trust is fostered between the two parties!

15:10 – With trust having been established, publicity discussion is underway. A press release is agreed upon to announce the product to the world. Now synthetic drugs have moved on to discussions about limiting their own liabilities with respect to any side effects observed or raw materials used. There seems to be a disagreement upon this factual scenario. We hope there are no side effects in the first place!

15:20 – In the last stage of negotiation a game of shirking responsibility has started. Nobody seems to want liability arising out of the role of the other party. The client of ABC drugs has come up with a solution of limitation of liability from both ends. In the end, they’re both here to split the metaphorical pie. An agreement is reached with regards to having the exacts worked out later. We hope the prices don’t skyrocket for profits! 

NR12 | Team Code 114 v Team Code 126

14:22 – The round has finally began, and the parties extend a warm welcome to each other, while also exchanging pleasantries. Synthetic Medicines hands over a copy of their agenda for the day, and ABC Ltd. agrees that they will discuss the cost of constructing facilities and the IP agreement between them. They mutually would like to discuss their new joint venture, and what the future holds.

14:27- The counsel for Synthetic sets the agenda – firstly, financial and operational arrangements according to their strengths, secondly, ensure testing of all products and liability is avoided, and lastly collaborations beyond the joint venture. She asks about the current financial position of ABC, whether there are any debts or litigations to be aware of. Coming to the finances and the costs of New Co, and ABC confirms that they will be covering all the costs of construction and they then move on to their profit sharing agreement. A 70-30 split favouring Synergy is proposed. 

14:42 – As for the operations aspect, ABC asks for a high managerial position in the company while Synergy prefers a more day-to-day managerial approach for ABC. The parties then try to decide a 50-50 split, once the litigation is resolved. Synthetic asks if they can lead the regulatory agreement, so that there are less governmental hurdles – ABC agrees. Considering the Toga virus, Synthetic Medicines asks that there be no side effects, and if there are, all liabilities be borne by ABC. They then discuss the testing process of ABC’s testing process, and Synthetic Medicines requests that there be no further issues. 

14:57 – As for IP concerns, Synthetic Medicines proposes a non-compete clause to avoid any kind of IP infringement. The parties then revise the factors – ABC will bear the construction costs, Synergy will hold a majority position for a test period while ABC has control over day to day operations. ABC would be responsible for their testing and any further expansion terms can be renegotiated in the future. An exclusivity agreement is agreed upon with reference to IP rights. Additionally, the non-compete clause will also be abided by, to be drafted in the future. Finally coming to liabilities, the parties agree that Synthetic Medicines will not be liable at all, and get a 60-40 revenue split.

15:13 – The parties agree on transparency, and eventually end the round amicably. The discussion comes to a close and the parties having noted down the terms, seal the deal with their signatures. 

NR14 | Team Code 118 v Team Code 112

14:20 – The energy in the room is electric, both parties look forward to productive discussion and proceed with introductions. ABC Drugs proposes a two-point agenda involving construction costs and the degree of control Synthetic Medicines can have. They display deep empathy for the subject matter at hand.  

14:32 – Synthetic Medicines and ABC Drugs both provide a brief description of what they bring to the table. They acknowledge the complexity of coming to a shareholding agreement. ABC Drugs suggests that they address the recovery of costs before shareholding arrangements. They address the 50 Million USD debt and the burden of those costs. 

14:51– Dr. Malhotra from ABC Drugs tries to allay the concerns of Synthetic Medicines with respect to the 50 Million Shareholding loan. Synthetic Medicines suggests a 50-50 arrangement of profit sharing with 50% towards debt recovery. They further suggest a licensing arrangement in which ABC pays a nominal fee. ABC Drugs clarifies what the licensing agreement means for both parties. They then reach an in-principle agreement on the licensing. Parties then proceed to the next agenda point- the management of NewCo. 

15:07 – The parties, however, circle back to the shareholding with ABC Drugs seeking a 65-35 share. The parties reach an agreement on a 55-45 shareholding post two years i.e. post the debt recovery period. Synthetic Medicines wishes for ABC to allay their concerns on the two pending lawsuits against ABC. ABC assures Synthetic Medicines that this is merely an internal concern. The parties then move to the management structure. Synthetic Medicines states that since NewCo is in a better position in case its board members are in the majority, it must be given 8 out of 15 and 2 from ABC. 

15:13 – The parties are at an impasse with ABC Drugs also wishing for Mr. Malhotra to be the CEO. The parties, noting the paucity of time, move to the non-compete clause. They discuss concessions, indemnity and other clauses. ABC Drugs summarises their position and states that they wish to continue the negotiations in the next round. 

NR15 | Team Code 104 v Team Code 116

14:14 –  The judges have arrived and the representatives have taken their seats. The round started on a high note after the exchange of pleasantries. The client of ABC Drugs, Dr. Malhotra emphasises the synergy between the companies that can lead to future endless positive possibilities. The counsel for ABC Drugs, provides a non-disclosure agreement to ensure confidentiality between the teams. The CEO of Synthetic Medicine shares his deep personal reasons behind the importance of this momentous deal.

14:29 – The counsel for Synthetic Medicine shared five main points of negotiation, following which a detailed discussion on each point occurred through a circular agenda. Xavier Simpson, requested further information regarding the vaccine in question. Dr. Malhotra makes a point regarding the foundation of an R&D center, after which a counter question was raised by the counsel for Synthetic Medicine regarding the trial stage of the vaccine. Xavier Simpson raised a concern regarding the due diligence report, which found that ABC Drugs had to pay Friendly Pharma 200 million in damages.

14:44 – Xavier Simpon requested for a 67% majority share for Synthetic Medicine. This led to quite a few doubts by Dr. Malhotra. The counsel for ABC Drugs makes a deal for 70% control of equity, in exchange, appointment for K&P for Synthetic Medicine for adequate administration. Xavier makes a deal for 70% revenue share which would be justified in exchange for the Intellectual Property that they bring in, and the local expertise that is already present. Dr. Malhotra agrees to this, stating that a deferred escalation profit sharing method would be ideal for ABC Drugs.

14:59 – Xavier Simpson shows the scope of profits that could be recovered based on the difference between the population differences between the countries. The counsel for Synthetic Medicines turns the tables, requesting for 65% equity in the JV, with ABC taking home a smaller share of 35%. The companies further discussed these points between themselves during the short break. Dr. Malhotra emphasizes the high amount spent from the side of ABC, and makes an 80-20 profit ratio, in the favour of ABC Drugs, so as to the amount spent can be recovered fully.

15:09 – Synthetic Medicines question the true spending of ABC Drugs. Xavier stays still regarding his position in profit sharing, holding it at nothing but 60:40, but Dr. Malhotra emphasizes his position as a public company, investing a foreign company, and having a board of investors, who may not be on board with this plan. Xavier finally concludes to a 50:50 profit sharing ratio which was agreed to by ABC Drugs, in exchange for 51% equity from ABC Drugs.

Day 3 | 1st September, 2024

Quarter Finals

NR9 | Team Code 107 v Team Code 128

10:08- Greetings everyone! The judges have arrived and the representatives have taken their seats. The round started on a high note after the exchange of pleasantries. Subi, the CEO of Pandora, elaborates her happiness at being able to be part of this negotiation competition, and discusses the possibility of synergies. Isabella, the CEO of Donatella, proposes two future possibilities, one of a Joint Venture Company, and the other of a direct acquisition. Pandora also brings to the table the idea of a licensing agreement.

10:23- The counsel for Donatella, raises concerns regarding the internal matter regarding the classification of tokens of Pandora as “E-Currency”, but Subi tries to put Isabella’s mind at ease. Although the token discount method may no longer be followed, Subi confirms that Pandora is looking into many new opportunities. Joseph, the counsel for Donatello, requests for a time period in which the investigation ends, and possibilities of compensation for potential damages. Greg, the counsel for Pandora, quickly responds and confirms that the investigation is set to end in September, and compensation could be provided based on a need basis.

10:38- Joseph also requests for a warranty clause, to avoid any potential losses stemming from non-compliance, and also an indemnity clause. Subi wholeheartedly agrees to these requests, in exchange for the same clauses from Donatella in respect to the production line, which was met with no complaints by Isabella. With the legal clauses out of the way, Subi brings the focus back into the key points of negotiation. Subi re-emphasizes the need for a licensing agreement between Donatella and Pandora, which would include production chains, in-house fashion models and more.

10:53– Greg puts on to the table an idea of a 70:30 profit share, the reason being Pandora is still a smaller company, and a little extra monetary backing would assist greatly. Joseph proposes the idea of 65% equity for Donatella and 35% equity for Pandora. Pandora draws a line of a minimum of 50:50, following which the possibility of exclusive agreement would come into question as it would no longer be financially feasible for a smaller company like Pandora. Isabella agrees upon this 50:50, provided the Joint Venture Company would be headed by Donatella’s CEO.

11:05- Subi also requests to be part of the Joint Management Model board so that the direction of Pandora would not be lost. Joseph relists the main points put out by Pandora, being a 50:50 equity split, and an addition of Chloe into the management committee. Subi agrees to Chloe being a consultant to an advisory position as it allows for sharper insights in the future. As the negotiation ends, the companies have decided to return later for more clarity in the future.

NR11 | Team Code 126 v Team Code 124

10:15- The round kicks off as the participants introduce themselves and discuss the swift and effective implementation of their shared agendas. They go through the introduction and formalities and get to business immediately. Team 126 takes the lead as they list their roadmap for the day, followed by team 124 doing the same. The discussion starts with mentioning the formation of a JV and builds upon it, alongside the slightly heated discussions around acquisitions. The teams talk about the dreams, aspirations and principles of their companies and their expectations of each other. 

10:26- The teams discuss how vital the creative aspect is to both companies and how the upholding of ethos in the JV is yet to form. When asked by Team 126, Team 124 further discusses the legal issue around their company, and they discuss how they plan on amending it when a JV is formed. They further discuss the liabilities and indemnification mechanism they’ll follow, and a further round of questions and answers about each other’s companies and legal issues around them follow. A further discussion around the expansion of Pandora’s Box follows as they mention expanding into the loungewear business, alongside the cosmetics realm they are already in. 

10:37- The companies further discuss acquisitions and their various associated issues. They discuss the financial aspects and the overlapping of management interests from both companies and how they plan to proceed with them. Team 126 talks about the various elements of JV and acquisitions. They further plan on having multiple future meetings to discuss the JV’s independence and the principles and ethos while also discussing the terms and conditions under the JV. Pandora’s Box further presents two proposals under the JV that are not readily accepted by their opposite team; however, they do agree to negotiate and change the numbers. 

10:56—The discussion about the specifics under the JV continues, and they discuss the share each would hold. Chloe proposes a 51% share for them and a 49% share for Pandora’s Box, which Pandora’s Box does not accept. In response, they propose another acceptable deal, and further consultation proceeds. Both teams find it challenging to agree upon one acceptable stake-holding model and discuss the revenue-sharing model. The signing of a supply chain agreement is also mentioned as they analyze its specifications. Finally, the demand for an equal 50-50% stake sharing is proposed, and both teams readily move towards it,  agreeing to various other channels in companies and agreements. 

11:07- The meeting concludes as the teams gear up for another round of future discussions and decide on agendas for those after agreeing to a 50-50%stake sharing percentage while summarizing all the agreed points from today’s meeting. They collaborate with Team 126, giving the ideas, and Team 124, giving the capital. They also finalize a management structure to avoid overlapping and to guarantee an equitable representation. The teams exchange pleasantries as the round ends, and the judges begin with their words of wisdom, insights, and tips from the session. The Q&A rounds begin, and the judges interrogate the teams, one by one, with complete intrigue. 

NR12 | Team Code 112 v Team Code 106

10:10- The judges and disputing parties have settled into the negotiation room, setting the scene for the competition. Suspense and excitement fill the air as the teams sit across the negotiation table, ready to put their best foot forward. The session starts amicably, as the parties shake hands warmly and introduce themselves. 

10:25- The parties have officially entered the negotiation room! Donatella wastes no time, meticulously outlining its agenda on the whiteboard, detailing each point clearly. Pandora starts off by acknowledging Donatella’s impressive legacy, seeking access to its logistics and amenities to drive their own growth. In exchange, Pandora is ready to offer its platform. There’s a brief pause as both sides commend the synergy and positive spirit that has filled the room. Pandora then takes the floor, adding its own interests to the board. In response to Donatella’s acquisition proposal, Pandora makes a bold counteroffer—a joint venture.

10:40- With their agenda points set, Donatella shifts the focus to the ongoing investigation, directly asking Pandora to address the matter. Pandora responds confidently, assuring that the investigation will work in its favor and will not affect any current or future collaborations. The conversation intensifies as the discussions delve deeper into concerns surrounding the investigation, with Pandora repeatedly providing reassurances. A moment of tension briefly lingers in the room, but it quickly dissipates when Donatella expresses its willingness to entertain discussions about a potential joint venture, bringing a renewed sense of openness and collaboration to the table.

10:55- Pandora makes a strong case for a joint venture, arguing that it would provide both sides the time needed to build trust and secure equal interests. Donatella, however, swiftly counters, emphasizing their ability to contribute more due to their extensive expertise, and proposes a 70:30 split in their favor. The negotiations take a sharp turn as the parties engage in a battle over numbers, each firmly believing they bring more value to the table. As tensions rise and discussions hit a stalemate, they decide to set aside the issue of shares for now. The atmosphere is noticeably tense as the negotiations press on.

11:02- The parties take a brief pause to review everything that’s been discussed so far. Pandora shifts the focus to the platform they’re offering, diving into the specifics as the negotiations enter their final stage. With time ticking away, both sides swiftly address ancillary concerns, ensuring no detail is overlooked. As the session nears its end, the parties take a moment to acknowledge the significant progress made today, setting a positive tone for discussions shelved for the future.

NR13 | Team Code 104 v Team Code 102

10:08- Welcome one and all! The judges and participants have arrived! They exchange delightful pleasantries and introduce themselves to each other as the round commences. The representatives of Donatella Couture Corporate  and Pandora’s Box, eager for a fruitful negotiation, share their common intentions and expectations from the round. Both parties commit to setting the agenda collaboratively and discuss key aspects such as establishment and structuring of the collaboration and determining the necessary modalities and related technicalities.

10:15- The negotiations begin on a friendly note as both parties dive into the first agenda item of the necessity of a non-compete clause. The Counsel for Donatella Couture Corporate proposes a suggestion to not compartmentalise the agendas, and to bury past concerns of the ongoing investigations, the CEO of Pandora’s Box expresses their desire to discuss the same and proposes an indemnity clause. Representatives from Donatella Couture Corporate raise concerns about potential penalties, but Donatella assures them that if the need arises, the e-money practice will be discontinued.

10:28- The negotiation takes an interesting turn with the talks navigating towards the second agenda of a possible corporate partnership, with Donatella Couture Corporate proposing an acquisition and Pandora’s Box looking to begin with a joint venture and gradually transitioning into a potential acquisition. Being at its nascent stage, the CEO of Pandora’s Box seeks to thoroughly address Donatella Couture Corporate’s reputation concerns following the defamation lawsuit. At this crucial juncture of negotiations, Donatella Couture Corporate requests a caucus to carefully deliberate and present their position.

10:43- We’re down to the wire now! Both parties deliberate on a potential acquisition based on key performance indicators with joint venture being an interim measure for 5 years. The offer proposed on the table is a 76% stake of special majority for Donatella Couture Corporate and 24% for Pandora’s Box in the new establishment, with CEO of Donatella flagging the underway investigation as the rationale. The parties summarise their progress and mutually agree to further negotiate on contributions by parties, ownership and profit structure, commission fee and personnel technicalities. With Donatella offering its design expertise and supply chain, Pandora’s Box offers its proprietary platform with an alternative to either licence or transfer the software to the venture, contingent on its ownership stake. 

11:00– Both parties strive to accommodate each other’s interests, with the offer now including a higher commission fee to balance Donatella Couture Corporate’s increased control. However, the negotiation reaches an impasse as the CEO of Pandora’s Box is unwilling to budge below a 50% stake. Due to the paucity of time, after summarising the key takeaways, both sides resolve the major points of contention and further their aim to discuss other relevant agendas in the future, and wrap up the negotiations!

Semi Finals

NR11 | Team Code 102 v Team Code 128

13:11- With the surprise of having reached this far not even digested, the teams sit down with a level of tension unprecedented thus far. With the entry of the judges, the tension materializes into a new form of energy. WIth a polite greeting with a determined gaze, the semi-finals is underway. Let’s hope this energy is channelized productively!

13:31- Royal Glide, right off the bat, has made it clear that they’re hoping to acquire Easy Bird. Although both parties are agreeable to the proposition in principle, some fine tuning needs to take place. We’re starting negotiations with a ballpark figure for pricing. Apparently there has been a disparity that Easy Bird doesn’t like. The client of Royal Glide has concerns about liabilities and security risks arising out of some recent developments in Easy Bird. We’ll see whether these risks will put the negotiation itself at risk or not! 

13:46- This discussion has moved towards a discussion about the branding and brand colors. While Royal Glide is marked by aubergine and gold colors, a conflict arises with the white and red of Easy Bird. Easy Bird would like to emphasize their uniqueness and set themselves apart from Sky Saver. In principle, a phased out transition and a confidentiality agreement have been agreed upon. Unfortunately, the client of Royal glide has asked Easy Bird the question we all dread- “what are your future plans?”. 

14:01- Royal Glide has suggested a non-compete agreement for a period of ten years but Easy Bird seems to have commitment issues with regard to that! A counter offer of three years has been made instead. As a result, the client of Royal Glide has reduced the price offered for a restrictive covenant from hundred million dollars to thirty million dollars. Easy Bird has taken a caucus to discuss this as with these figures, the ballpark offer turns into 1.03 billion dollars. While no formal offer is made yet, Easy Bird would like a timeline in place for the formalisation of the contract. It’s time for Royal Glide to have commitment issues!

14:08- Some risk considerations have been raised by Royal Glide. Easy Glide has offered to give a cover for a forty million dollar indemnity. Royal Glide might have to settle for this one in order to move forward but they have reservations about how liabilities can get over fifty million dollars. Finally, the meeting is coming to an end by summing up all the things that the clients need to discuss with their boards for future sessions. Let’s hope the boards are able to have a meeting of minds vicariously!

NR12 | Team Code 126 v Team Code 112

13:09 – Welcome to the Semifinal rounds of 9th HSF-NLUD INC. The participants have arrived, followed by the judges. The esteemed guests who will be judging the round are being greeted. There is unmatched excitement and enthusiasm in the air. After taking their seats, Peter Seat, CEO of Royal Glide represented by its CEO Peter Seat and Counsel Michael Dash, and Easy Bird by MD Jobon Abiko and Counsel Akira Akio, introduce themselves and exchange pleasantries. Michael presents the prepared agenda, which is countered by Jobon who rather wants to begin the discussion with overarching interests.

13:14– The discussion begins with the question of valuation fixed. Jobon quotes in billions, leaving Royal Glide surprised. Michael inquires if any undisclosed legal issue remains unsettled with Easy Bird. Bewildered by the need for the same, Easy Bird representatives affirm that they are open to answering such questions but expect the same candidness from the other party in future. There is friction in the room with respect to consensus on agenda-setting. While Akira moots the proposition of a 40 million settlement, Peter is more concerned about the question of impact because of Easy Bird’s reputation.

13:29– All eyes fixed, ears harked on the intense dealings in the room. The nitty-gritties of the acquisition are up for discussion. Peter lays down how important it is for Royal Glide to have Easy Bird’s focus on dynamic pricing and meeting ESG goals. Jobon delineates the shareholding pattern of Easy Bird and emphasizes Eamen’s group’s demand for retention of their share. Peter politely demands explanation for the allegations of greenwashing by Easy Bird, which Akira and Jobin vehemently oppose and clear the air. However, they find themselves in a tight spot, as Royal Glide seems not entirely convinced by their efforts.

13:44 – The ice breaks on the common understanding of hope with the change in government. Easy Bird’s branding being a concern, is defended poetically by Jobon, coming from their culture. Peter considers her design very luxurious and proposes a gradual change from the current logo and designs. For the sake of cohesion, Royal Glide wants similar logos and designs. A deadlock seems to be building, unfortunately. Jobon proposes addition to the existing logo instead of removing anything. With that put up for future, Akira floats the concern of assets. The parties jumping from one issue to another, it is indeed an unparalleled display of negotiation skills.

13:59 – In the concluding moments of this engaging negotiation, the parties eagerly attempt to reach an agreement. While Jobon covers the financials of the deal, especially the debt, Akira focusses on concerns related to clashing routes of the airlines. With this, the parties summarize the discussion and lay down the steps forward. An independent valuation for the indemnification process and the value of the company is looked forward to. ESG targets, branding, personal aspirations of the parties, and every other important aspect is covered. The parties exchange pleasantries and conclude the round successfully. 

Finals

NR11 | Team Code 126 v Team Code 128

16:50- The air is buzzing with excitement as the final round of this intense negotiation competition begins. The top two teams, 126 and 128 have battled their way to the finals, and anticipation is at an all-time high. Judges, participants, and eager spectators are all in their seats, eyes fixed in the middle of the room as the countdown begins!

17:05- The negotiations are off to a respectful start as Red Media hands over a pre-prepared agenda to Blue Entertainment, accompanied by a warm exchange of smiles. Both sides clearly respect each other’s preparation and professionalism.  To keep things moving smoothly, both parties agree to allocate time for each agenda item, setting the stage for an efficient and focused discussion. Red Media express optimism about acquiring Baby Blue, aligning the move with their brand’s ethos. Wasting no time, Red Media poses its first direct question about Baby Blue’s financial health. Blue Entertainment is quick to respond, assuring that Baby Blue is performing well financially, setting a confident tone for the discussions ahead.

17:20- Blue Entertainment emphasizes Baby Blue’s strong performance, reiterating that Red Media is their preferred partner out of respect. However, tension arises when Red Media raises concerns about potential copyright issues involving Baby Blue. Blue Entertainment confidently dismisses the allegations, stating that a settlement is underway with no admission of liability. Red Media appreciates the reassurances but highlights the reputational risks such claims could pose. They request indemnification to safeguard against potential fallout. Blue Entertainment agrees without hesitation, showcasing their collaborative spirit and commitment to maintaining a positive partnership. The atmosphere in the room noticeably lightens.

17:35- With time running out, the parties quickly tackle the next agenda point: competition risks. Red Media demands that Baby Blue’s employees be restricted from joining competitors if they leave. Blue Media stands firm, citing their ethos and refusal to breach existing employee contracts. They go on to negotiate the non-compete clause and its duration, with Blue Media finally agreeing but expressing hesitation to extend it beyond eight years.

Both parties demonstrate impressive negotiation prowess as they reach a consensus on the non-compete duration. With that settled, they pivot to the next item: merchandise. The pace is picking up, and both sides are clearly in sync. 

17:42- The discussions flow seamlessly as both parties tackle the remaining agenda points. Blue Media seeks assurances from Red Media regarding their intentions with Baby Blue, emphasizing how deeply they value their employees. With just 10 minutes left on the clock, Red Media calls for a quick caucus, stepping out to strategize. All eyes are glued to the door as the anticipation builds. Red Media returns to the table with renewed energy, ready to dive into the most crucial agenda item: payment. Discussions get shelved with just 3 minutes remaining on the clock. The parties summarize all they’ve achieved in this meeting today. 

Awards and Valedictory Ceremony

19:20- Eshita Razdan and Arjun Guru provide a gracious vote of thanks to our esteemed judges and participants. Post this, the judges, Mr. Mark Bardell, Mr. Anuhav Kapoor and Mr. Siddhartha Shukla are warmly felicitated. The Vice Chancellor of National Law University Delhi, Prof. G S Bajpai addresses the crowd with his words of wisdom. 

19:30- Mr. Mark Bardell provides an encouraging statement thanking all professors, Organising Committee members and participants associated with the event, and discusses the role of the INC in ‘bringing people together’. Mr. Siddhartha Shukla addresses his gratitude for the INC in helping to hone a new generation of lawyers. Expressing his gratitude for all, he encourages the participants to keep being flagbearers of this competition. Mr. Anuhav Kapoor further extends his warm thanks and credits the caliber of the event

19:40- It’s time for the highly anticipated presentation of awards! The room is electric with excitement. The Student Coordinators first heartily thank all members of the Organising Committee and Volunteers, by name and applause echoes around the room! It’s now time for awards!

The Spirit of the Competition Award is presented to the team from Chuo University.

The Best Negotiation Plan Award is presented to the team from Maharashtra Law University, Mumbai.

The Best Negotiator Award is presented Divyank Dewan from National Law Institute University Bhopal.

The Runner Up Trophy is presented to the team from University of Technology Sydney.

The Winner Trophy is finally presented to the team from Cambridge University.