Read the Fine Print to Avoid Business Disasters

by Joseph Lizio

Whether it's your merchant account agreement, insurance policy, or bank loan, the fine print may contain more than you bargained for. Here's why you should read every last letter of the fine print in any document you sign for your business.

What does Thomasson’s eBay Store, a South Maryland Bar and Grill and MRITI Distribution have in common? They all got taken by the fine print!

John Thomasson opened his resale and consignment store less than two years ago and decided to sign up for a merchant services account from a very well known online service provider.

Prior to signing, John was very diligent as he did his homework; or so he thought. He asked all the right questions about fees, rates and the average collection time (the time frame it would take for him to receive the payments) and thought he made a good choice.

For the first year, John was extremely happy with his decision but when the economy started slipping, he began to see an increase in his monthly chargebacks.  While the increased chargebacks caused him some concern, John just chalked it up to the state of the economy, adjusted his expenses for the lost revenue and continued as normal.

But, after having a large increase in chargebacks during the last week in August, John never received his payment from his processing company.  He got on the phone to inquire about why his payment was being held up (John still had his expenses to meet).  What he found out was that his merchant provider had frozen his account.  It turns out that his merchant provider froze his account due to the increased chargebacks – events that had nothing to do with John or his business.  When he started to complain, the customer service representative referred John to the fine print in their agreement.  This fine print, hidden on the back side of the next to last page, stated that the merchant provider could withhold his payments for any reason and without notice for any length of time they deem necessary.

 



Further, the merchant provider stated that they froze his account to allow added time to ensure that all potential future chargebacks could be accounted for.  In all, it took John nearly two weeks before the provider unfroze his account and forwarded his funds.  During this time, John had to close his doors.  But, when he reopened, he reopened as a cash only business.

Bob and Cheryl opened their Bar and Grill in late 2002 mainly because their favorite neighborhood restaurant closed up shop.  When they first opened, the two made sure they did all they could to protect the business as well as themselves and thus purchased a very comprehensive business insurance policy.  Luckily, for more than 7 years, the husband and wife team never really had to think about their policy except to make the annual payments.

But, in December 2009, after seeing some checks bounce out of their business checking account, they discovered that their lunch time cashier had been stealing from the restaurant.  Bob immediately turned to his insurance agent since the restaurant had such a comprehensive policy to include a theft rider.

It turns out that employee theft was not covered in their rider.  The policy only covered theft from management/owners or from non-employees.

Sure enough, when Bob pulled out his latest policy documents, he found, in the fine print, that the insurance company he had been paying large amounts of money to did not cover restaurants against employee theft – something that he thought was in the policy and one of the reasons that he bought the rider in the first place.

Turns out, during the restaurant’s renewal beginning in 2007, the insurance company was seeing increased claims from employee theft and decided not to cover those types of events, yet also decided not to disclose their change up front to its customers but bury it in the fine print.

MRITI Distribution, a third generation business in medical equipment sales and distribution, decided to seek a $1MM loan to purchase a competing business.

The company went to the same bank that they have been a customer of for more than 25 years and requested the loan.  MRITI worked very hard to ensure that it received the best rate and terms that it could possible get and was surprised when the quoted rates was only prime plus 1%.  Needless to say the company jumped on the opportunity.

However, some 5 years into the loan, MRITI was having some issues in collecting prompt payments from its customers and this strain on its cash flow forced the company, in January of 2009, to send that month’s payment in to the bank the afternoon on the day the payment was due (normally MRITI would send in its payments a few days early).

The following month, the company noticed that its monthly interest charges were up some 45% over the previous month and that their interest rate had jumped to prime plus 9%.  The reason that the bank increased their interest rate was again buried in the fine print.  The bank – hidden deep within the loan documents – included a clause that stated that all payments were, not only due on the due date, but due by 8:00am ET on the due date and that the bank could re-price both the rate and terms of the loan should the borrower remit payment after this date and time.  Thus, even if MRITI was 1 second late, their bank could simply increase their interest rate without notice and without approval of the borrower.

Many businesses looking for ways to increase revenue and reduce costs are now turning to hiding disclosures in the fine print.  While this is not a new practice, it does seem to be becoming more common place.

Businesses today don’t want to openly show customers where they are cutting back services or modifying policies, while charging the same or greater prices, as they know some customers will run for the door.  Thus, it seems that they figure as long as they can keep you in the dark with the fine print (and still comply with state and federal laws) their customers (you and me) will continue to pay.  And, for the most part, they are right.

Most busy business owners do not take the time to fully read the documents they sign.  Instead they tend to rely on the sales persons to tell you about the cons as well as the pros of the deal or purchase.  But, by not reading and understanding the entire document, business owners are just opening themselves up to these types of shenanigans; costing themselves nothing but time, energy and, more importantly, money.

Further, while it would seem that only unscrupulous companies and individuals would employ these tactics, as more firms get away with them (showing how easy it is to pull the wool over customer’s eyes), then more and more companies (even those with good reputations) will begin to use them regardless if it is right or wrong.  As we allow this to continue, we will start to hear very common, but very troubling, statements coming from businesses employing these bad strategies; "well, everyone else is doing it – it is just the ways things are done now" – essentially creating a new status quo where it is OK to rip off and hide facts from your customers – in hopes they will never find out.

To protect yourself and all that you have worked for in your business, read the fine print.  A little time taken now will surely save your business time and money in the long run.

About the Author:
Joseph Lizio holds an MBA in Finance and Entrepreneurship and has a strong commercial lending background. In his current venture, Mr. Lizio is the founder of  www.businessmoneytoday.com, a site designed to help business owners find and obtain capital to grow their businesses.
 

 
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