Independent guide

SaaS Due Diligence Checklist

Recurring revenue deserves deeper verification, not lighter verification. The goal is to understand whether recurring billing reflects recurring customer value.

Updated September 14, 2026Educational research
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Revenue and billing

  • Reconcile MRR/ARR to billing and bank records.
  • Separate services, setup fees and annual prepayments.
  • Review discounts, refunds and failed payments.
  • Check expansion, contraction and downgrade behavior.

Retention and cohorts

Review logo churn, gross revenue retention, net revenue retention and cohort trends. Understand whether growth comes from better retention, more acquisition or price increases.

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Customer concentration and contracts

Identify the revenue share of top customers, renewal dates, cancellation rights, SLAs and unusual promises. Confirm that key contracts and data-processing obligations can continue after a change of control.

Product, code and infrastructure

Review architecture, repositories, deployment, observability, security practices, incident history, technical debt and third-party dependencies. Confirm credentials and ownership are controlled by the selling entity.

Sales, support and operations

Map the full customer journey from lead to renewal. Quantify founder-led sales, demos, onboarding, support backlog and product requests that may become the buyer's workload.

Transfer and transition

Create a schedule for domains, code, cloud accounts, billing systems, analytics, customer-success tools, documentation and employee/contractor continuity.

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