Step 29 · Create legacy
Public chapterTransition
Position
SwiftBite’s transition remains conditional: no signed acquisition agreement, buyer identity, purchase price, or software-transfer consent has been supplied. The founder’s proposed earn-out must protect merchant continuity without transferring control of fees, courier pay, or service quality beyond enforceable safeguards. Buyer-funded integration, licensed-software permissions, and a fixed retention definition are conditions of signing.
Succession plan
The acquisition agreement will name the founder as merchant-continuity lead, a buyer integration director as delivery owner, and the white-label vendor’s technical lead as interface owner. These are proposed contractual assignments.
| Phase and timing | Integration and merchant communication | Release authority and evidence |
|---|---|---|
| Before signing | Buyer counsel obtains vendor consent covering assignment, API access, data migration, support, and continued operation during rollback. The founder inventories merchant contracts, settlement obligations, menus, opening hours, courier terms, and unresolved complaints. No representation that SwiftBite owns the licensed software enters the purchase agreement. | Founder and buyer counsel approve the consent package. Missing permissions stop signing rather than becoming an earn-out obligation. |
| Before announcement | Freeze the merchant baseline and archive contracts, order history, and settlement records. Configure buyer-funded parallel operation and incident support. The founder privately briefs merchants with unresolved service or payment issues under confidentiality arrangements, without selectively changing commercial terms. | Buyer integration director demonstrates export, reconciliation, and rollback in the vendor’s sandbox. Founder approves the merchant FAQ and named support roster. |
| Announcement day | Founder contacts every baseline merchant directly by telephone, followed by email. Message: “SwiftBite is joining the acquiring grocery business. Your capped merchant commission remains unchanged. Keep using your current order workflow until we confirm a tested change with you. Your existing support contact remains available.” Disclose the buyer’s legal name, data-controller changes, and any required contractual consent. | Founder logs delivery, questions, departure threats, and callbacks in a restricted transition register. No merchant is described as consenting merely because they received the announcement. |
| Weeks 1–2 (estimate) | Keep live ordering on the existing platform. Mirror permitted menu and order data into the buyer sandbox; suppress duplicate dispatch and customer notifications. Founder reviews announcement-window cancellations and merchant concerns each business day. Finance independently reconciles merchant settlements. | Payment mismatches, unauthorized data access, or duplicate courier assignments block live migration. The existing system remains authoritative. |
| Weeks 3–6 (estimate) | Invite consenting merchants into a limited live pilot spanning downtown and both adjacent neighbourhoods. Test menu availability, order acceptance, refunds, courier assignment, delivery status, and settlement through the grocery app. Merchants retain their existing support route. Publish the tested cutover window and rollback contact before activation. | Founder can stop a merchant cutover for operational harm. Vendor technical lead verifies restoration; buyer finance signs settlement reconciliation. Expansion requires the acceptance thresholds below. |
| Months 2–4 (estimate) | Expand through consented cohorts only. Send each merchant a workflow guide and conduct a test order before switching production traffic. Keep SwiftBite identification visible during handover. Resolve ownership concerns through direct calls, not compulsory discounts or silent contract replacement. | Integration director records cohort acceptance; founder approves merchant readiness. Failed cohorts return to the existing workflow without losing order or settlement records. |
| Months 5–6 (estimate) | Stop unnecessary workflow changes. Reconcile retention, unresolved claims, support ownership, and settlement balances. Transfer merchant relationship notes with appropriate access controls. Give each merchant the permanent buyer support contact and escalation route. | Earn-out closes after the agreed six-month period only when the evidence gate is satisfied. Vendor decommissioning follows reconciliation and lawful retention requirements, not a branding deadline. |
The numbers
| Item | Figure | Basis |
|---|---|---|
| Earn-out period | 6 months | Source brief; proposed contract duration. |
| Merchant retention target | At least 95% | Source brief; measure against the frozen closing cohort. |
| Merchant commission | Maximum 12% | Grounding file; binding ceiling after acquisition. |
| Consumer delivery fee | $3.99 | Grounding file; preserve through transition without hidden surcharges. |
| Illustrative retention result | 48 of 50 retained = 96% (estimate); 47 = 94% (estimate) | Illustrative only; 50 is the month-12 target, not an established closing count. |
| Pilot size | 5 merchants (estimate) | Proposed exposure limit. |
| Cohort acceptance | 7 consecutive days (estimate) with zero unresolved settlement discrepancies (estimate) | Proposed release threshold. |
| Departure-threat response | Within 1 business day (estimate) | Proposed founder callback commitment. |
| Starting capital | $85,000 | Grounding file; not an available acquisition-integration budget. |
| Integration funding | Buyer-funded; amount unverified | Written budget approval required before signing. |
Decisions and trade-offs
| Decision | Contract position |
|---|---|
| Retention measurement | Freeze merchant legal identities at closing; replacements cannot repair cohort losses. Count a merchant as retained only with an effective agreement, no termination notice, and operational ordering availability. Pre-register seasonal closures; report permanent closures separately without silently removing them. |
| Earn-out versus buyer control | Attach the retention formula, inspection rights, and independent dispute process. Buyer-caused outages, prohibited fee changes, or funding failures cannot reduce the founder’s payment. Purchase price and earn-out amount remain unverified. |
| Retention incentives | Use buyer-funded, disclosed service-recovery credits under a written eligibility policy. No exclusivity trap, fee-cap waiver, or payment for remaining nominally active. |
| Courier continuity | Preserve the published per-delivery rate and local minimum-wage equivalent. Counsel validates classification and the time basis for top-ups; migration does not justify unpaid waiting. |
Do this next
| Action | By when | What proves it worked |
|---|---|---|
| Founder commissions acquisition counsel to draft protections | Before signing | Marked agreement contains fee, pay, funding, retention, and dispute provisions. |
| Vendor confirms transfer and interface rights | Before signing | Executed consent and support commitment. |
| Buyer finance approves transition funding | Before announcement | Ring-fenced budget covers parallel operation, support, and approved credits. |
| Founder establishes churn monitoring | Before announcement | Restricted register distinguishes concerns, termination notices, outages, and actual departures. |
Risks in your situation
The founder’s merchant relationships are concentrated personal assets. Buyer support must shadow those relationships before handover, while the founder retains escalation access.
White-label restrictions could prevent integration or inflate switching costs. Unlicensed interfaces and premature shutdown are prohibited.
Gross retention can conceal inactive restaurants. Operational availability and departure notices must accompany the headline result; replacement sign-ups remain separate.
Evidence gate
- ☐ Vendor permissions and buyer funding are executed.
- ☐ Merchant communications, consents, and objections are archived.
- ☐ Retention meets the agreed target against the frozen cohort.
- ☐ Settlements reconcile and rollback evidence is accepted.
- ☐ Fee protections and courier-pay safeguards remain enforceable.
- ☐ Permanent support ownership and earn-out determination are documented.
Illustrative figures · validate before actingNext: Mentorship and legacy