Originally, Sean performed both the verses and the chorus but after Brown turned up at one of Sean's shows, the pair connected and Brown suggested the two work together on a song which resulted in Brown singing the chorus. Brown has also done a freestyle over the track. The extended version of the track features Chris Brown's freestyle verse leading the song to 5min19seconds.
The songs instrumental was described by Rap-Up as a "bouncy piano-laced beat". DJBooth.net described the beat as "soft keyboard chords that transition well into the hook where a low bass and snare set the pace for Sean's first verse." Sean revealed he originally rejected the beat but gave it a chance after pressurings by the song's producer No I.D.. The song's melody is sampled from the 1988 New Edition hit "Can You Stand the Rain".
The music video was shot in West Hollywood, California on March 18, 2011. The music video is directed by TAJ Stansberry and features cameos by former GOOD Music artist Kid Cudi and current GOOD Music artist Teyana Taylor. It debuted on VEVO on March 24, 2011. The video of the extended version compiles the regular version of the video and Chris Brown's video of the freestyle.
Critical reception of the song has been mostly positive with praise going to the chorus and Sean's verses. Chicago Now described the song as featuring a memorable chorus, memorable verses, and a universal theme praising Big Sean's verses. DJBooth.net also praised Sean's lyrical abilities.