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Legal and Security Deal Blocker Brief
Every open item on the deal, which side owes the next thing, and how many days each one actually cost.
River's blocker brief takes a deal that has stopped and turns it into a list you can act on today. Give it the open items, the dates, and whatever threads you have. It writes back every blocker with the side that owes the next artifact, the one person who can produce it, and the ask that gets it moving. Then it counts: how long each item has been open, and how many days it actually added to the date.
Unlike the standard advice to ask your champion what legal flagged, this is an audit rather than a conversation. Two things fall out of it that no status call surfaces. Most items filed under their review are waiting on a document you owe, and most of the lost time comes from three or four items while everything else sat harmlessly in parallel. Those two facts decide whether the next move is an internal escalation or a call with the buyer.
Built for the account executive whose deal has gone quiet, the deal desk lead asked to explain a slipped forecast, and the manager deciding where to spend one escalation. Run it in the second week of silence rather than the sixth. By then the outstanding items are still small enough to clear in an afternoon, and the date you promised is still defensible. The signature chain underneath all of it is the close plan, and the buyer's markup on your paper gets read by the redline review.
What is actually happening while a contract sits
Take a stalled deal's open items and sort them by who owes the next document. The result tends to surprise people. A buyer's counsel asking for the security section of a data processing agreement is not asking your lawyer for words. Under the UK rules, the contract must oblige the processor to take all the security measures needed to meet Article 32. What they want is a description of your controls. Your security team writes that, and nobody has asked them.
One document later the same shape repeats. Where personal data leaves the country with no adequacy regulations in place, the regulator's guide says you choose a safeguard and complete a transfer risk assessment so the protection is not materially lower afterwards. That is a second artifact with a second author, and it usually gets discovered in the week the agreement was meant to be signed. The deal reads as blocked on legal and is blocked on a document nobody was asked to write.
Then count properly. Loxley Utilities: eleven open items, contract with their counsel since 3 March, signature promised for 20 March, and it is now 13 April. Seventeen working days gone. Four items account for all seventeen, three of them yours, worth thirteen of the days. The other seven ran alongside and cost nothing at all. Put the deal's $284,000 against every row instead and the register reports $3,124,000 at risk on a $284,000 deal.
How it works
List what is open
Everything still outstanding, the date it went to legal, and the date you were promised.
River attributes each
Which side owes the next document on every item, and the person who has to produce it.
Count the real delay
Days open against days on the critical path, so one deal is not counted eleven times.
Send the asks
One message per owner carrying a single question, or escalate the items sitting on your own side.
What you get
- Every open item with the side that owes the next artifact written against it
- One named person per blocker on both sides, rather than a function or a team
- The specific ask for each one, written so your champion can forward it unedited
- Days each item has been open against the days it actually added to the date
- The three or four items on the critical path, and the ones running harmlessly alongside
- Which blockers call for an internal escalation and which need a conversation with the buyer
Common questions
Our champion says it is just sitting in a queue.
That may be true, and it is checkable in an hour. Sort the open items by who owes the next document. If most of them are waiting on something from your side, the queue is not the constraint and another reminder will not move it. Eight of the eleven items in the worked example belonged to the seller.
How is this different from asking their legal team for a status?
A status tells you where the file is. This tells you what the file is waiting for, item by item, with a name against each. The two answers diverge most on data protection, where the real ask is a technical description of your controls rather than contract language, and the queue it needs is not legal's.
Why not put the deal value against every blocker?
Because it counts the same money over and over. Eleven open items on a $284,000 deal reported that way come back as $3,124,000 at risk, and nobody acts on a number they do not believe. The register apportions delay instead: working days added to the date per item, summing to the days you actually lost.
The buyer will not tell us what is holding it up.
Then it runs on what you have: your outstanding items, the dates, and the threads. Your side of the list is fully knowable without them, and it is usually the larger side. Clearing it also removes every available excuse, which is the quickest way to find out whether the queue was ever real.
We have already sent them everything they asked for.
Worth testing item by item against the actual asks. The common gaps are an audit report whose period has ended, a sub-processor list two quarters old, and a control description written for a different buyer's questionnaire. Where they have read your evidence and pushed back, the security objection brief handles that case.
Is this just a mutual action plan by another name?
No. A mutual action plan is the forward schedule you agree with the buyer while a deal is still moving. This is the diagnosis for after it has stopped, and it is internal first, because several of its findings are things you would rather fix before mentioning them to anyone. Once a deal is genuinely over rather than stalled, the post-mortem reconstructs what happened from the record.
When should we escalate to their executive?
Once the critical path is genuinely on their side and your own list is clear. Escalating while three of your four blocking items have no owner is how a champion gets embarrassed in front of their own leadership. The brief marks which side each item sits on, so the escalation lands after the part you control is finished.
Legal and Security Deal Blocker Brief
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