The red-flags checklist: run it against anyone, including us

This market is less than two years old. Most of the companies in it have no public track record, including us. When nobody can point to a logo wall, the honest alternative is to publish the questions a careful owner should ask and answer them in writing. Below are nine red flags we see in the market, why each one matters, and our own answer to each. If we fail any of them, walk away.

1. An upfront fee. Listing fees, preparation fees, retainers, valuation fees. A legitimate seller-side intermediary is paid from a closed deal. If someone needs money before a buyer has made an offer, their business model is selling to you, not for you.
2. A request for raw data before a signed agreement. Buyers price from a manifest and, later, a small de-identified sample you approve. Nobody needs your database to tell you what it is worth. Anyone who asks for a system login, an export, or a drive link on the first call is either careless or collecting data for their own purposes.
3. A refusal to name the buyer. You are going to sign a contract with the buyer and send them a copy of your records. You need to know who they are, what they do, and what they will contract to. An intermediary who will not say who ends up with the data before you commit is hiding either the buyer or the fee.
4. A dollar promise before review. Ranges are fine when they are labelled as ranges and sourced to what buyers actually pay. A specific number before anyone has seen a manifest is a sales tactic. Published buyer programs themselves say they price after review.
5. Pressure to decide on the first call. There is no reason a licensing decision has to be made in a conversation. A real opportunity will still be there after you have talked to your counsel.
6. Exploding offers. Offers that expire in 48 hours or two weeks exist to stop you getting a second number. A buyer who wants your records this week will want them next week too. If an offer has a fuse, ask why.
7. Exclusive broker lock-ins. Some intermediaries require a months-long exclusive agreement before they will introduce you to anyone, sometimes tied to a single buyer. That removes your ability to compare and removes their incentive to perform. A seller-side engagement should be non-exclusive and cancellable.
8. Undisclosed referral fees. Many introduction services are paid by the buyer when a deal closes. That is not wrong in itself, but it has to be disclosed, because it means the intermediary's customer is the buyer. If you cannot find a clear statement of who pays whom, assume the answer is not in your favor.
9. Logos implying affiliation. A row of AI lab logos with no deal behind them, press logos from wire syndication, and claims of being approved or certified by labs that do not run such programs. Ask which of the logos represent a signed agreement.

You do not need to memorize the list. Three questions on a first call surface most of the flags at once.

1. Who pays you, how much, and when? A clear answer names the party, the basis, and the timing. Hedging on any of the three usually means a buyer-side fee or a hidden one.
2. Who will I be signing with, and can I see their standard terms before I commit to anything? An intermediary working for you will name the buyer and hand over the paper. One working for the buyer will stall.
3. What do you need from me before I see a number? The right answer is a description of your records. Any answer that involves a login, an export, a fee, or a signature is a flag.

Write the answers down. If they change later in the process, that is a flag of its own.

We would rather earn trust by being checkable than by being impressive.

One flag is a reason to ask a question. Two is a reason to slow down. Three is a reason to stop. In every case, the move is the same: do not share data, do not sign anything, and get a second number from someone who is not the party in front of you.

If you already have an offer, we will benchmark it against current buyer demand within 24 hours and tell you whether it is in range, with no obligation. The point is not to steer you to us. The point is that a credible second number is the best price protection an owner has, and it is the one thing every red flag on this list is designed to prevent.

Before you talk to anyone, read the data rights checklist so you know what you are permitted to license, and the licensing basics so you know what a fair deal looks like.