Court Exhibit·4 JUN 2007
Price Your Distribution Power Honestly
When a partner asks for the same price on a worse deal, the right answer starts with naming what you're actually buying.
Source document — Apple EMG Deal Review — Google Search Partnership Presentation (June 4, 2007) · United States v. Google LLC (Search) · 1:20-cv-03010 (DCD), Trial Ex. UPX0126 — DOJ public archive (page 1)
Excerpt · In Jeff Shardell's own words
Deal Overview
• Current deal terms: Google default (and exclusive) search provider in Safari browser; 50% Net Revenue Share after 10% deductions for queries stemming from the Apple browser chrome; term through January 2008.
• What Apple wants: Launching Safari for PCs and wants current deal terms to apply to this new OS; Google to be one of two possible choices for search provider (not default), with user required to choose search provider prior to using browser; Apple wants current deal terms to extend to Safari browser for PC OS; contract open re: OS, but requires Google to be the default search provider to qualify for revenue share.
• Key issues: Apple uncooperative vis-à-vis Google's efforts on Chrome utilizing their open source platform; strategic considerations with respect to supporting PC version of Safari vis-à-vis Chrome launch plans; revenue share seems rich for non-default and non-exclusive deal.
Impact if Existing Deal Terms
• Likely Scenario: Assume new browser has same chrome query growth as Firefox had in its first year; apply the rev share we give Safari (45% of gross); annual rev share payment to Apple would = $90M.
• Aggressive Scenario: Assume new browser comes out of the gate with the same worldwide market share as Firefox (20%); annual rev share payment to Apple would = $205M.
1. Core Message
This is an internal Google deal review of Apple's ask: extend the Safari/Mac search deal terms to Safari for PC, but without making Google the default. Google's reviewer flags the obvious problem in plain words: "revenue share seems rich for non-default and non-exclusive deal." The memo also sizes the cost — $90M in the likely case, $205M in the aggressive case — and notes growing strategic friction with Apple as Google plans its own browser.
2. What the Executive Is Really Thinking
The author is doing three things at once. First, repricing: the current 50% net revenue share (after 10% deductions) was paid for default and exclusive placement. Apple now wants the same economics for a choice screen — a structurally weaker product. Second, scenario-planning the downside in dollars so leadership can decide with numbers, not vibes. Third, widening the lens: Apple is "uncooperative" on Chrome's open-source work, and Google is about to launch its own browser. So this isn't just a search distribution deal — it's a negotiation with a partner who is becoming a competitor.
3. Key Management Lessons
Price the placement, not the partner
What it means
Default status and exclusivity are the product being sold. A choice screen is a different, cheaper product. Same logo on the deal, different economics.
Why it matters
If you let a strong partner anchor every future deal to your richest historical terms, you lose pricing discipline forever.
MBA Perspective
This is a Switching Costs and distribution-power question. Default placement removes user choice; a choice screen restores it. The value to Google collapses because users have to actively pick Google instead of getting it by inertia.
Real-world application
A SaaS vendor giving a discount for a 3-year exclusive shouldn't extend the same discount when the customer asks for a 1-year non-exclusive renewal. Re-quote from scratch.
Put a dollar figure on every "small" ask
What it means
The memo translates Apple's request into $90M likely / $205M aggressive. That converts a contract clause into a budget line.
Why it matters
Partners frame asks as minor extensions. Numbers reveal they aren't.
MBA Perspective
Classic scenario analysis: a base case and an upside case bracket the real exposure before signing.
Real-world application
Before agreeing to "just extend the same terms," model the next 12 months of volume at those terms. If the answer surprises you, renegotiate.
Read the partner's other behavior before you sign
What it means
The memo notes Apple is "uncooperative" on Chrome's open-source platform. That signal belongs in the deal review, not in a separate conversation.
Why it matters
Commercial terms and strategic posture are the same negotiation. A partner who is squeezing you in one area is telling you what to expect in the next.
MBA Perspective
Resource-Based View: Google's leverage here is its search monetization, which Apple needs. Apple's leverage is Safari distribution. Each side's cooperation in adjacent areas (Chrome, OS access) is part of the real price.
Real-world application
When renewing with a key channel partner, list everywhere else they touch your business. Price the whole relationship, not the single contract.
Know when you're funding a future competitor
What it means
Google is weighing this Safari-for-PC deal "vis-à-vis Chrome launch plans." Subsidizing Safari on Windows directly competes with Google's own upcoming browser strategy.
Why it matters
Distribution payments to a rival platform can slow your own product before it ships.
MBA Perspective
Platform Strategy and Build vs Buy. Google is choosing whether to keep renting distribution from Apple or build its own (Chrome). Overpaying for the rental delays the build.
Real-world application
If you're paying a partner to distribute your product and building a direct channel, set a clear ceiling on partner payments so you don't fund the competitor of your own roadmap.
4. Strategic Analysis (MBA Style)
Competitive Strategy
Google is paying for query flow. The cleanest version of that purchase is default + exclusive. Apple is asking Google to pay the same price for a degraded version (choice screen, non-exclusive). The memo's job is to push back before the precedent sets.
Risk Analysis
Three risks are visible: (1) overpaying ~$90M–$205M annually for weaker placement; (2) setting a precedent that erodes default-placement pricing with every browser maker; (3) financially strengthening a partner — Apple — that is already "uncooperative" on Google's own browser ambitions.
Build vs Buy Analysis
This memo sits at exactly that fork. "Buy" distribution = keep paying Apple. "Build" = launch Chrome. The reviewer's tone — flagging the deal as "rich" and noting Chrome launch plans — suggests the build option is gaining weight. The Apple ask makes the buy side look worse on price exactly when the build side is getting close to shipping.
Market Dynamics
Search monetization is so valuable that browser makers can extract very large revenue shares (50% net after 10% deductions). That economic gravity attracts every browser maker to demand a piece. Google's challenge is keeping the price tied to actual placement value, not to the partner's leverage.
Long-Term Strategic Implications
If Google caves: it normalizes paying default-tier prices for non-default placement across the industry. If Google holds the line: it protects pricing discipline and accelerates the case for owning its own browser. Either way, the deal review reveals an early moment where Google starts treating Apple as both a customer and a competitor.
5. Hidden Insights
- Apple is testing pricing power, not asking a favor. The structure of the ask — same terms, weaker placement — is a probe to see if Google will anchor on the old number.
- Chrome is already shaping commercial decisions. The memo names "Chrome launch plans" as a factor in evaluating an Apple deal. The browser isn't just a product bet; it's negotiation leverage.
- Open-source friction is being tracked as a deal input. Listing Apple's lack of cooperation on Chrome's open-source platform inside a search-deal review shows Google is scoring the whole relationship, not just this contract.
- The $90M / $205M range is a negotiating tool. Once those numbers exist on a slide, it becomes much harder internally to wave the deal through unchanged.
How this surfaced
- Source type
- Court Exhibit
- Case / record
- United States v. Google LLC (Search)
- Citation
- 1:20-cv-03010 (DCD), Trial Ex. UPX0126 — DOJ public archive
- Date authored
- June 4, 2007
- License
- Public domain
- Original
- View the primary source →
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