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Contingent-Consideration Evidence Resolution Leader

Urgent / Unplanned

Contingent-Consideration Evidence Resolution Leader mandate in Toronto, Canada · Vertical Market Software

A vertical-software buyer needs a nine-month executive to lead the resolution of contingent-consideration measurement questions for an acquired business.

The mandate

The role will resolve definitions around migrated customers, bundled renewals and parent-led cross-sells in the earn-out framework, reconcile customer-success data with billing records that use different identities, and operationalise retention adjustments that were specified but never implemented.

The interim must enter Toronto within one week and lead for nine months through the first determination, dispute process and subsequent accounting close. A permanent acquisition-control leader search opens after source data and contract-defined measures reconcile, expected in month five. The successor will lead the second measurement dry run and an auditor challenge during a five-week overlap.

Handover requires one governed customer population, source-linked revenue and retention measures, documented treatment of migrations and cross-sells, approved determination controls, reproducible scenarios and a complete evidence room. The payment calculation must be independently reperformed twice. The successor inherits open interpretation questions, founder communications, audit requests, accounting sensitivities and control calendars.

The interim may freeze an unsupported calculation, require data repair, direct financial remeasurement, restrict manual overrides and commit up to CAD 6 million within the approved resolution budget. Contract interpretation, settlement, waiver, litigation, payment approval and accounting-policy sign-off remain with counsel, directors and authorised finance officers. Acquired managers may submit evidence but cannot alter the governed population.

Product integration, customer commercial negotiation, acquisition-strategy review, tax treatment and earn-outs outside the named transaction remain outside remit. The seat owns data and financial evidence, calculation controls, scenario economics, audit coordination and permanent succession. It cannot rewrite ambiguous deal terms or promise a founder outcome to obtain cooperation.

Why this seat is open

The first payment date, conflicting estimates and controller removal created immediate financial-reporting and relationship risk. Founders and buyer sponsors each hold incentives around which customers and revenue count. Temporary evidence authority is needed to produce one reproducible record while legal and board decision rights remain intact.

What you will own

  • Reconcile customer identity across executed contracts, billing, product migration, support systems and acquired-company records.
  • Translate counsel-confirmed definitions into governed recurring revenue, retention, cross-sell, churn and exclusion calculations.
  • Establish source hierarchy, cut-off, override, review, approval and version controls for each determination.
  • Model disputed treatments and their payment, accounting, cash and relationship consequences without selecting a legal position.
  • Coordinate founder evidence, management responses, auditor testing and committee decisions through one issues ledger.
  • Run independent reperformance, late-data and changed-interpretation scenarios before formal calculation approval.
  • Transfer calculation models, evidence indices, communications, sensitivities and control calendars through successor-led reviews.

Candidate qualifications

  • Led contingent-consideration or earn-out determinations for a software acquisition with recurring-revenue complexity.
  • Reconciled customer populations across billing, product and customer-success systems during contested payment measurement.
  • Converted legal definitions into auditable calculations without assuming authority to interpret or settle the contract.
  • Managed founder disagreement while preserving evidence, deadlines, accounting close and future operating relationships.
  • Worked with external audit on fair-value and subsequent-measurement evidence for material contingent consideration.
  • Handed repeatable determination controls to permanent finance leadership after a live payment cycle.

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This mandate is confidential. The client is named only under a mutual NDA, and your own record is never listed, sold or shown to a company under your name until you release it for this specific mandate.