These deadlocks are hard to break. Fortunately, they can often be avoided by using a simple but often overlooked type of agreement, called a quota contract. The terms of a quota contract will not be concluded until the uncertain event – the eventuality – takes place. For example, if the television producer and the channel had ordered a quota contract, the program licence fee would not have been fixed at the time the contract was signed. Instead, it would have varied based on actual evaluations of the program. In the case of a conditional contract, differences of opinion on future events should not be filled; they become at the heart of the agreement. Businesses are betting on the future instead of arguing about it. The VAM agreement is generally accepted because of a number of factors – including the asymmetry of information between the parties to the investment transaction – that make it difficult for the parties acting to make an accurate assessment of the participating entity at the beginning of the transaction. In order to improve the efficiency of transactions, the parties agree to make their investment based on the assessment of the future operational performance of the entity being involved. The negotiation dynamics that have taken place between the producer and the chain are common in business.
Two parties with common interests fail to reach an agreement – on a sale, a merger, a transfer of technology – because they have different expectations for the future. Both are so confident in their forecasts or so wary of the other side`s prognosis that they refuse to compromise. During the negotiations, differences dominate discussions and common interests are out of sight. The valuation adjustment mechanism (VAM), also known as the “loan-to-do agreement,” is usually concluded between an investor and the company or between an investor and a large shareholder. What makes the asymmetry of information so unpleasant for companies is that it increases the possibility of deception. In fact, fear of deception can be a major obstacle to all kinds of trade agreements.