FR EA

Contract analysis

Clause-by-clause risk read on any document of the firm. Pick a contract, or open any document from a matter.

Contract analysis / email-whitmore-sandoval-coordination.eml
email-whitmore-sandoval-coordination.eml
1041-00004 · 4 clauses
High · 1 Medium · 0 Standard · 0
2. Whether Whitmore Sandoval has identified any **preliminary adjustments** to MFW's repor
2. Whether Whitmore Sandoval has identified any **preliminary adjustments** to MFW's reported FY 2025 financials. For reference, the key figures we're working from are: - Annual recurring revenue (ARR) of approximately $62,000,000. - Total GAAP revenue of approximately $67,500,000, inclusive of approximately $5,500,000 of professional services / implementation revenue. - EBITDA of approximately $14,800,000, reflectin
3. Any observations on the **net working capital** analysis. The LOI establishes a target
3. Any observations on the **net working capital** analysis. The LOI establishes a target NWC peg of $5,800,000, calculated as the trailing 12-month average as of December 31, 2025. We'd like to understand whether your independent calculation of NWC is tracking to that peg or whether there are variances we should be prepared to flag in the SPA negotiations.
4. Your team's views on the **sustainability and quality of MFW's recurring revenue base**
4. Your team's views on the **sustainability and quality of MFW's recurring revenue base**. MFW reports net revenue retention (NRR) of approximately 112% and gross revenue retention (GRR) of approximately 94% across roughly 4,200 active customer accounts, with an average contract value of approximately $14,762. Any insights on the durability of those metrics — including customer concentration, cohort trends, or churn
5. Whether Whitmore Sandoval has had the opportunity to review MFW's **audited financial s High
⚑ Penalty / liquidated damages
5. Whether Whitmore Sandoval has had the opportunity to review MFW's **audited financial statements** prepared by Glenmore Kessler & Associates PC, MFW's independent auditor since FY 2019 (engagement partner Linda Chowdhury, CPA). If any questions or observations have arisen from that review, we'd like to discuss them. **Sales Tax Nexus and Exposure** I understand from our earlier discussions that Whitmore Sandoval h