Counter-Offer Email Template
A structured counter-offer template for responding to proposals. Maintain professionalism while advocating for better terms.
Template
Copy and customize for your use caseSubject Line
Re: [Original Subject] — Counter-Proposal from [Your Company]
Acknowledgment
Hi [Name], Thank you for sharing your proposal. We appreciate the thoughtfulness and the clear structure — it makes it easy to identify where we're aligned and where we'd like to propose adjustments.
What We Accept
We're aligned on several key points: • [Term they proposed that you accept — e.g., 12-month contract duration] • [Another term you accept — e.g., monthly invoicing] • [Third term you accept — e.g., scope as outlined in section 2]
Our Counter-Proposal
On the following points, we'd like to propose adjustments: • [Term 1 — e.g., Pricing]: Your proposed [their number] is [below market / above our budget]. We'd suggest [your counter] based on [justification]. This is a [X%] adjustment that we believe reflects [fair market value / the actual scope / industry standard]. • [Term 2 — e.g., Payment Terms]: Rather than [their terms], we propose [your terms]. This gives both parties [benefit — e.g., better cash flow alignment]. • [Term 3 — e.g., Scope/Timeline]: We'd like to adjust [specific scope item] to [your proposal]. This ensures [quality / timeliness / resource allocation].
Closing
We believe these adjustments create a stronger foundation for both parties and set the partnership up for success. Happy to discuss any of these points further. Best, [Your Name]
Tips for Using This Template
- 1Always acknowledge what you agree with first — it builds goodwill and shows you're negotiating in good faith.
- 2Counter on 2-3 terms maximum. Pushing back on everything signals you're not serious about the deal.
- 3Provide justification for every counter — don't just name a different number, explain why.
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Start AI Negotiation FreeFrequently Asked Questions
Acknowledge their proposal positively, highlight what you agree with, then present your counter with clear justification. Focus on the numbers and terms, not on why their offer is wrong. The key is making it about finding the right deal, not rejecting their proposal.
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