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October 2026
Outcome pricing on the buyer's meter
Intercom counts Fin's resolutions inside its own product and deducts reopened ones. When the billable count sits in the buyer's systems, the contract must do that work.
Ending talks with AccuLynx's rival cost Verisk its right to walk
Delaware's Chancery Court read the merger agreement to reach voluntary acts that broke no rule. Buyers whose platforms serve a target's competitors should list such changes.
Who pays when the round's lead buys founder common?
A sale at the preferred price can raise the strike on the next option grants. How far depends on the weight the appraiser gives it, which the board can ask before approving.
The notice clause sets the pace of a price increase
A worked example shows why year-one revenue understates an annual-contract price increase, and which renewal counts tell a board sooner whether it held.
Which bid is higher when one letter leaves the peg open?
With a dollar-for-dollar working capital adjustment, the runner-up's bid sets a breakeven peg for the leader, and that number can also mark when exclusivity should end.
September 2026
Bespoke work at renewal
A request from one customer either ships as product or becomes a promise. Sierra's Agent Studio shows the first; the second needs a price and an exit term.
The reserve that exists only at closing
A disputed receivables reserve can wash out of a working capital true-up or cut the price by its full amount. Which one happens depends on wording settled before signing.
Cash at year three or acquirer stock to year five
For QSBS acquired after July 4, 2025, a qualifying stock merger keeps the clock running. On a $10 million gain, the stock can fall about 14 percent before cash wins.
Who approves the discount after a carve-out?
A carve-out whose parent kept the deal desk should set the commercial head's discount limit, and who decides above it, before posting the role.
One school relief fund, three sector tags
Scholastic, Franklin Covey and Instructure each cited the same federal school fund. Venture diligence should record which budget line pays the invoice.
August 2026
Who picks the diligence calls?
In growth-stage software diligence, some reference calls belong to buyers who walked away late in a sale and to customers who renewed flat.
The pro rata decision starts at today's price
In an illustrative seed-to-Series A case, the pro rata check needs an exit four times as large as the seed check does for the same multiple.
July 2026
Whose quota does the partner deal retire?
AWS and Microsoft document incentives for their own sellers on some partner products. A reseller should answer the same question about its salespeople.
Cyveillance's earnout and the covenants its buyer refused
The sellers sought staffing, capital and bidding covenants behind a $40 million earnout and got only a motive test. Their list shows what a seller stops controlling at closing.
Which budget pays after the pilot?
Sierra sized its design-partner fee to force a procurement review. The test for counting any pilot as pipeline is whether deployment has a named budget owner.
Work that costs less to make than to read
The curl project ended its bug bounty after AI-generated reports swamped its security team. Internal AI output runs on the same arithmetic, and the fix starts at intake.