Publishers are often offered a private marketplace as if the name itself were the product. The deal is the rules: which inventory, which buyers, which floor, and what happens when nobody meets it.
Start from the inventory
Pick a format and a set of countries you can actually describe. A deal on “all impressions” is just the open auction with a different label.
Decide the miss
If the private buyer does not bid, the impression should fall through to the path you already trust. A deal that blocks the rest of the stack on a miss is a waterfall of one.