Mistakes You're Making That Slow Down Deals in SaaS B2B
When you're working at a rapid-scale SaaS company, every day that a deal sits in legal review is a day that could make or break your quarterly revenue targets.
During my time as General Counsel at a fast growth tech company, I saw firsthand how seemingly small mistakes in the contracting process could derail deals that should have closed smoothly.
These aren't complex legal issues that require years of experience to navigate. They're often simple oversights that create unnecessary friction in what should be a streamlined process. Here are seven common mistakes that slow down B2B SaaS deals - and how to avoid them.
1. Misalignment on Data Processing and Flows
Data processing agreements should be standardised globally, but unfortunately they aren't. A lot of time gets wasted on DPA negotiations when you and your customer aren't aligned on the type and extent of processing activities, or the direction of data flows. To be fair, regulations can be confusing, and in this highly globalised world we are all expected to understand and apply laws that are created in countries we aren’t qualified in.
This misalignment has a knock-on effect to risk allocation and indemnification clauses, needlessly slowing down negotiations on those areas too when you're fundamentally not on the same page about what data processing is actually happening.
Before you start negotiating, get crystal clear on exactly what data you're processing, how you're processing it, and where it's flowing. Document this clearly so there's no ambiguity that leads to extended back-and-forth.
2. Creating a Separate DPA
Your Data Processing Agreement should be hyperlinked in your terms of service. Do not introduce a separate contract into the mix that requires separate signatures.
You're creating more work in terms of needless redlines, additional negotiating, and an extra signature to collect that your team might forget about when you're tired at the end of a deal cycle. Keep it simple - one contract, one signature process.
3. Not Planning Ahead for Holidays
Plan for Thanksgiving, 4th of July, MLK Day, December shutdowns, and other public holidays when signatories and decision-makers may not be available. Especially if you’re working on a cross-border deal and aren’t familiar with their standard holidays. This can put an end-of-quarter or end of year deal at serious risk.
Yes, this is technically the account executive's job, but be proactive with advance reminders. This will save you stress and heartache if you miss a deal and can't capture the revenue for the quarter/year all because someone was legitimately enjoying their turkey on their well-earned day off.
Create a shared calendar of key holidays and decision-maker availability, or have one for your internal team. Flag potential issues weeks in advance, not days. If you’re ready for automation and AI, you could handle reminders that way.
4. Wrong Company Details in Closing Mechanics
You'd be surprised how much having the wrong group entity or signatory in your contracts can slow down and put a deal at risk. Unpicking agreed-form contracts over such small but critical details looks amateur and creates unnecessary delays.
Make sure you have sales enablement materials in your legal landing page with basic company information clearly laid out. Regularly message your sales team about why having correct entity details is critical and must be accurately reflected in deal documents from the start.
5. Using the Wrong Paper - Third Party Terms
If you're selling SaaS, your terms of service are tailored to your specific product, processing activities, SLAs, and technical and organisational measures. Your deal should be on your paper, not a third party's.
Third-party paper won't account for your specific service offering. For instance, if you're selling software, you shouldn't have indemnities for death and personal injury that are more relevant to physical products or services.
Push back on using customer paper unless there's a compelling business reason. Your terms are designed for your business model and risk profile.
6. Using the Wrong Paper - Old Templates
Nothing is more heartbreaking than receiving a redline on your old, outdated, not-fit-for-purpose terms of service. Make sure account executives only have access to current templates and police this as needed.
Set up version control systems that automatically update sales teams when new templates are available. Consider using a CLM tool that ensures everyone is always working from the latest version.
7. Including Onerous Terms
This should go without saying, but if you're selling SaaS, be end-user friendly. Consider risk allocation fairly and treat others as you want to be treated.
Don't include onerous, unrealistic, largely academic terms that are off-putting or offensive to review and cause deal after deal to slow down. Don't be that vendor that everyone dreads negotiating with.
Review your standard terms regularly with fresh eyes. Ask yourself: if I were the customer, would I find these terms reasonable? If the answer is no, it's time to revise.
The Bigger Picture
These mistakes might seem small individually, but they compound quickly in a fast-moving sales environment. Each unnecessary delay, each extra round of redlines, each missing signature adds up to missed revenue targets and frustrated sales teams.
The key is building processes that prevent these issues from occurring in the first place. Invest time upfront in creating clear templates, sales enablement materials, and communication protocols. Your future self will thank you when you're not scrambling to fix preventable problems during the final weeks of the quarter.
Remember, legal's role in a SaaS company is to enable deals, not slow them down. By eliminating these common mistakes, you position yourself as a strategic business partner who helps the company hit its revenue targets rather than an obstacle to overcome.
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