IP diligence counsel's financial counterpart must resolve whether a top
August 31, 2026 · SmartSolo
Situation
A top customer is actually sticky sits with IP diligence counsel's financial counterpart because IT diligence showing two ERPs and no chart of accounts map hit a cross-border deal with earnout-heavy structure. Evidence is customer concentration and termination-for-convenience clauses; write the M&A Due Diligence People and Contracts option that extract can carry.
Decision
IP diligence counsel's financial counterpart in a cross-border deal with earnout-heavy structure must choose Proceed / Reprice / Walk / Hold using customer concentration and termination-for-convenience clauses after IT diligence showing two ERPs and no chart of accounts map.
Hypotheses to test
- The population in customer concentration and termination-for-convenience clauses is the one IT diligence showing two ERPs and no chart of accounts map named, so Proceed follows for this People and Contracts file.
- The population in customer concentration and termination-for-convenience clauses is adjacent only to IT diligence showing two ERPs and no chart of accounts map; Reprice is the honest M&A Due Diligence call.
- A cross-border deal with earnout-heavy structure already contained IT diligence showing two ERPs and no chart of accounts map before customer concentration and termination-for-convenience clauses arrived; no new People and Contracts path.
- Provenance on customer concentration and termination-for-convenience clauses after IT diligence showing two ERPs and no chart of accounts map is broken; do not pick Proceed or Reprice yet.
Analysis required
- Name the document IP diligence counsel's financial counterpart still needs before signing.
- Test whether IT diligence showing two ERPs and no chart of accounts map is a diligence gap, a price chip, or a walk-away.
- Separate a one-off add-back from a recurring earnings issue in customer concentration and termination-for-convenience clauses.
- For this M&A Due Diligence People and Contracts file, read customer concentration and termination-for-convenience clauses against IT diligence showing two ERPs and no chart of accounts map and write the one fact that would move a top customer is actually sticky for IP diligence counsel's financial counterpart.
Recommendation
Choose Proceed / Reprice / Walk / Hold on this M&A Due Diligence / People and Contracts packet (customer concentration and termination-for-convenience clauses after IT diligence showing two ERPs and no chart of accounts map). The follow-on People and Contracts action is what IP diligence counsel's financial counterpart does next: implement the option, assign an owner, and log the missing fact.
Explore more
More M&A Due Diligence prompts
- Assess whether working capital should be a walk-away (119d39)
- Assess whether environmental liability is capped or open-ended (fd9432)
- Assess whether management can run this without the founder (ab30f3)
- Assess whether related-party sales should be backed out of valuation (a314e1)
- Assess whether management can run this without the founder (f95f4e)
Explore related decision areas
- Assess whether product recall exposure is priced or excluded (7b4770)Insurance Underwriting
- Assess whether Section M scoring math was applied consistently (aea83c)Government RFP
- Assess whether CAT pricing is defensible given SOV quality (2795e6)Insurance Underwriting
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