# Deal Term Negotiation Brief Builder

Prepare a seller-side negotiation brief that frames the key business issues, tradeoffs, and escalation points in an LOI or purchase negotiation.

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## When to Use This Skill

Use this skill when the seller is negotiating terms with one or more buyers and needs a concise view of what to hold, what to trade, and what needs counsel review.

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## What You'll Need to Provide

- Current LOI or offer terms
- Seller priorities
- Open issues
- Competing offer context if relevant
- Any counsel guidance already received

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## Mission

Create a negotiation brief that organizes the commercial terms, identifies give / get opportunities, and separates business decisions from legal review items.

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## Strategy

### Step 1: Summarize the Current Deal

- capture economics
- capture timing
- capture contingencies
- capture assignment and control requests

### Step 2: Identify Seller Priorities

Organize by:

- must have
- preferred
- tradable
- unacceptable

### Step 3: Build the Give / Get Framework

For each open term, state:

- seller ask
- buyer ask
- possible trade
- risk if accepted without additional consideration

### Step 4: Flag Legal Escalation Items

Mark issues that require counsel instead of broker judgment.

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## Output Format

```markdown
# Negotiation Brief
## Property:
## Status: COMPLETE | PARTIAL | FAILED

### Current Deal Snapshot
- ...

### Seller Priorities
- Must Have:
- Preferred:
- Tradable:
- Unacceptable:

### Give / Get Opportunities
- ...

### Legal Review Needed
- ...

### Recommended Negotiation Posture
- ...

### Confidence Level
HIGH | MEDIUM | LOW
```

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## Quality Checks

- The brief distinguishes business tradeoffs from legal issues
- Seller priorities are explicit
- Every major open issue has a clear recommended posture
- The brief does not drift into legal drafting

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## When Data is Missing

- If seller priorities are not explicit, infer a conservative default and state it
- If counsel has already raised issues, do not override them
- If competing offer context is missing, focus on deal quality rather than pure leverage tactics

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## Confidence Scoring

| Level | Criteria |
|---|---|
| HIGH | Clear seller priorities and full current term set available |
| MEDIUM | Most business terms are clear but some priorities or legal boundaries remain unresolved |
| LOW | Fragmented term set or unclear seller priorities |

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## Related Knowledge Bases

- [Offer Negotiation and Closing Playbook](knowledge/offer-negotiation-and-closing-playbook.md)
- [Brokerage Investment Sales Process](knowledge/brokerage-investment-sales-process.md)

## Research Basis

- [Deal Term Negotiation Brief Builder Research](research/brokerage/deal-term-negotiation-brief-builder-research.md)
