A store acquisition carries three documents. Two of them gate a stage transition; one does not and is still worth signing.
The three documents
| Document | Gates | Offered at | |---|---|---| | NDA | Nothing | Any time, on the deal page | | LOI — letter of intent | Under offer → LOI signed | The stage it lets you leave | | APA — asset purchase agreement | Diligence → APA signed | The stage it lets you leave |
Each document is offered at the stage you need to leave, not the one you have reached. Offering the LOI one stage late made the only proof the transition demanded impossible to produce from that screen.
The NDA gates nothing because no transition requires it. It is still bilateral and traced like the others.
How a signature is recorded
Every signature writes a LegalSignature row: who, which document,
when. That row is the audit trail, and it is what a stage transition
reads. Signing is the event; advancing the stage is a consequence.
The KYC gate
There is exactly one identity check in the pipeline, and it is worth knowing precisely where it is.
The buyer must be KYC-verified for a deal above $10,000 to leave Diligence.
Three paths enforce it, deliberately: the V5.1 signature flow, the
click-through signature flow, and the stage transition itself. All three
answer kyc-required with a 409.
The third one is the real point of application. apaSignedAt is a
single column shared by both parties, and the only "sign the APA"
button the product renders belongs to the seller. Gating the signature
alone meant a seller could sign first, stamp the column, and walk a
seven-figure deal into APA signed and then Escrow funded without the
buyer's identity ever having been checked.
The seller is not gated here, and that is not an oversight. Stripe Connect already verifies the seller's identity, and the payout cron releases nothing to an account that is not enabled. The seller can sign the APA without KYC; what waits is the state of the deal.
The remedy is on the deal page itself: a banner reading the same condition, linking to verification.
Why this stage and not another
The obvious candidate — gating Escrow funded — is open to both parties, so a condition on the buyer's KYC would also block the seller. Diligence → APA signed is driven by the seller alone and conditioned on the buyer, so nobody is blocked by someone else's verification.
The full reasoning, including the six candidate stages that were ruled out, is in ADR 0011.