# Software contract end referral checklist | SourceX

Canonical: https://refer.sourcex.si/guides/the-referral-review-before-an-enterprise-tool-contract-ends
Last updated: 2026-11-05

When a portfolio company is about to end an enterprise tool contract, the referral question comes last. First prove that a complete export sits in storage the company controls, inside the return window its signed contract gives. Then confirm who decides for the company today: the CEO, or the acquirer's CEO after a sale. Then let counsel clear any hold. Only after those checks does anyone ask the CEO whether a licensing conversation is wanted, and a failed check means wait or stop.

The contract end sets a deadline for the export, not for the introduction. Once a verified copy exists, the vendor's deletion date limits nothing a partner does, so there is no reason to press a CEO who is in the middle of replacing a core system.

## Two Salesforce documents, two different clocks

Read the signed contract before trusting any window you have heard about, because a single vendor's own documents can describe different periods.

Salesforce's published Main Services Agreement and a Salesforce help article on locked organizations illustrate the point: the first gives 30 days to request an export, the second describes a 120-day locked period in which active or paid production orgs keep their data "as a courtesy" before being flagged for deletion.

| Document | What it says about the end | How this review treats it |
|---|---|---|
| Published Main Services Agreement | Data available for export on a request made within 30 days of termination or expiration; no duty to keep it afterward | The planning deadline, unless the signed version or an order form says otherwise |
| Help article on locked orgs | A 120-day locked grace period for active or paid orgs, data kept as a courtesy, then flagged for deletion | Possible slack, never the plan |
| The company's own order form and amendments | Whatever was negotiated | The document that governs; counsel reads it |

A courtesy is not a right, so plan on the shorter, contractual period and let the company's signed paperwork move it. The same reading works for any enterprise tool. SourceX's article on [Salesforce data at contract end](https://sourcex.si/insights/what-happens-to-your-salesforce-data-when-the-contract-ends) walks owners through the clauses, and the [canceled-seat retention guide](/guides/saas-archive-retention-referral-opportunity) compares windows across vendors.

## Who holds the tool's history at the end, and who speaks for the company

Up to three parties can hold a copy on the same day: the vendor until its deletion step, the company in whatever export it ran, and sometimes an implementation partner under its own services contract. None of them should be the fund, and the operations lead touches no copy, credential or contract file.

Speaking for the company is a separate question, and four people answer different parts of it:

| Person | What they know | What they decide |
|---|---|---|
| Contract owner, often in finance or IT | Notice deadline, renewal terms, the order form | Whether to renew, and when notice goes out |
| System administrator | Objects, years of history, attachments, the export method | How the export runs and how it is verified |
| Counsel | Holds, retention duties, the contract's wording | Whether anything must be kept or may be deleted, and when |
| CEO | The business case | Whether a licensing conversation happens, and signs if it does |

Under the program, the CEO is the one person who authorizes a licensing discussion and signs for the company; after an acquisition, that is the acquirer's CEO. Inside a group, a parent and its subsidiaries count as one referred company, so the USD 50,000 floor applies once across them and later qualifying transactions first agreed within the 12-month Repeat Window pay 15%. Platform teams often see contract ends through shared procurement programs, and that calendar is for prompting exports, never a prospect list.

## The contract-end decision checklist

Twelve checks sit in three blocks. A block opens only when every check in the block before it reads yes, and an unknown counts as a no.

| Block | Check | Who answers | A yes looks like | If the answer is no |
|---|---|---|---|---|
| A. Custody | A1. The return window and request steps are dated from the signed documents | Contract owner, with counsel | A date and a named requester | Find the signed version before notice goes out |
| A. Custody | A2. A full export has run, with attachments, field history and custom-field metadata | System administrator | A dated log of objects and years | Run it; nothing else moves |
| A. Custody | A3. The export matches the live tool on record counts per object, with links between records intact | System administrator | Counts that agree | Fix the gaps while the tool is still open |
| A. Custody | A4. The copy sits in company-controlled storage with a named custodian | IT lead | A location and an owner, not a personal drive | Move it, and never to the fund |
| B. Control | B1. The legal entity holding the records is named | CEO or counsel | The registered entity name | Find it; a brand is not an answer |
| B. Control | B2. Whoever decides for that entity today is named | Relationship owner, from the company | The CEO, or the acquirer's CEO after a sale | Stop until the decider is clear |
| B. Control | B3. Counsel has said whether any hold or retention duty reaches the tool's records | Counsel | A dated yes or no | Wait; preservation comes first |
| B. Control | B4. No sale, restructuring or formal process will move control before the CEO could act | CEO | Nothing pending, or a known date | Wait for whoever controls after the change |
| C. Introduction | C1. The published fit facts are known and none fails | Relationship owner, from the company | Headcount, history, rights and location answered | Record the failing fact and a revisit trigger |
| C. Introduction | C2. The CEO has heard what a licensing conversation involves and wants one | CEO | A yes in the CEO's own words | A no ends it; log it and do not ask again |
| C. Introduction | C3. The person who owns the CEO relationship makes the ask | Platform team | The board contact or operating partner the CEO knows | Find that person or drop the row |
| C. Introduction | C4. Who submits is agreed, and that person has signed the Channel Partner Agreement | Platform team | One named partner | Settle it first; only one partner is credited |

Custody goes first because it is the only block with a hard date, and control second because a yes from someone without authority is worth nothing. The introduction goes last because its only clock is its own: SourceX credits an introduction once the company files a verified application inside the 90-day attribution window, so an ask made during a cutover month can lapse unused. Under section 3 of the terms, any earlier contact between the company and SourceX, down to an email exchange, makes it a duplicate; check that before C4.

For C1, the published fit facts are 50+ full-time employees at peak (contractors excluded), a documented operating history, rights to license the records and a location the program covers. Companies in the U.S., Canada and the EU qualify, as do companies in the UK, Australia, New Zealand, India, Singapore, South Africa, Latin America, the UAE and Saudi Arabia when at least 70% of the data is in English.

## Mapping the contract end against holds and retention duties

Each step of a contract end changes something about the vendor's copy, and each raises one question that only counsel answers.

| Contract-end event | What happens to the vendor's copy | Question for counsel | Where the review stands |
|---|---|---|---|
| Notice of non-renewal sent | Unchanged until the end date | Does a hold or the retention schedule reach these records? | Block A under way |
| Export run and verified | Unchanged | Is the export itself a record that must be kept, and for how long? | Block B can open |
| Return window closes | In the published example, no further duty to keep data | Was everything the company needs retrieved? | Unaffected once Block A is done |
| Vendor deletion | The vendor's copy is gone | None left at the vendor | The export is now the only copy |

A hold reverses the usual sequence: counsel then decides how the export is kept and whether the tool may be switched off on schedule, and licensing waits until counsel releases the records. The fund offers no storage in the meantime; the [no-custody exit workflow](/guides/how-to-avoid-becoming-the-data-custodian-during-an-exit) explains why.

## One ticketing exit and one acquired CRM through the checklist (Illustrative)

Illustrative. Both companies, every date and every answer here are invented to show the method; no deal, outcome or payout is implied.

**Company 1** is a 230-person B2B software company in the portfolio, founded in 2015, moving customer support from a standalone ticketing tool into its CRM suite. Its contract ends on January 31, 2027, with notice due December 1, 2026. The tool holds tickets from 2018 onward.

**Company 2** was a portfolio company until a larger group bought it in 2026. The group is ending the CRM contract the company used for nine years and moving everyone onto its own system.

| Block | Company 1, ticketing exit | Company 2, CRM after acquisition |
|---|---|---|
| A. Custody | Export run November 20 with attachments; counts matched on the second run; copy held by the head of IT | Run by the group's IT team; the fund asks to see none of it |
| B. Control | Founder-CEO decides; counsel confirms no hold; no sale pending | The group's CEO decides; the former board member has no standing |
| C. Introduction | Rights unknown, since tickets carry customers' content; the CEO wants a call after the February cutover | Only if the former board member knows the group's CEO |
| Result | Wait, with a trigger date of February 15, 2027 | Stop, unless that relationship exists |

Company 1 shows the gain: once the export is verified, the January deletion stops mattering and the CEO can take the call after go-live. Whether customer content in the tickets limits licensing is for SourceX's rights review.

## Ask, wait or stop once the export is safe

Three outcomes cover every row.

- **Ask** when all twelve checks read yes, with a short note such as: "Now that the ticketing history is safely exported, would a brief call about licensing part of it for AI training help? It is optional, you set the scope, and nothing is delivered unless you approve terms and sign."
- **Wait** when Blocks A and B are done but the CEO wants a later date; record the trigger and ask once more then.
- **Stop** when no relationship owner reaches the decider, a fit fact fails, the CEO says no, or the value lies mostly in clients' material.

The owner's side of a contract end is covered in [SaaS renewals as data checkpoints](/guides/saas-renewal-management-portfolio-companies) and the question page on [Salesforce data when a contract ends](/questions/what-happens-to-salesforce-data-when-contract-ends).

## Where this checklist can mislead

- **Courtesy periods.** Ignoring grace periods sometimes forces an export the vendor would have allowed later; that costs effort, not records.
- **Counts are not completeness.** Matching counts can still hide flattened relationships or missing files; the administrator's verification is the test.
- **Rights.** Business tools often hold customers' material, which SourceX's screening guidance usually treats as a poor fit.
- **Demand.** Fit with a current program is checked only in SourceX's review, and programs change.
- **No close, no payment.** SourceX says positive interest is not yet a purchase and data that never reaches Closing earns nothing.
- **Relationship cost.** Raising licensing during a system change spends goodwill, and no data on founders' reactions to that timing has been published.

**Methods note.** The twelve checks and their order were designed for this page from SourceX's program terms, its who-qualifies page, the program owner's rule that the CEO authorizes, and two Salesforce documents, all checked on 2026-10-27. The checklist does not measure demand, record quality, payouts or how often contract ends lead to introductions; SourceX has not published those figures. To test it, log the date each block opened and whether the CEO wanted a conversation.

## Next step

> **Refer a company. No cap on rewards.** Default reward on a company's first qualifying transaction: the greater of $50,000 plus 5% and 15% of Actual Supplier Payout, with no cap; further qualifying transactions first agreed within 12 months of the first Closing pay 15%. Eligibility and payment conditions apply, including the USD 100,000 Minimum Transaction, and a signed Schedule A or addendum can differ. A lead, meeting or signature alone does not trigger payment.

When a contract end in the portfolio has cleared all three blocks, [register for a partner link](/register), test the company once more against [who qualifies](/who-qualifies) and read the attribution and duplicate sections of the [program terms](/terms) before the relationship owner writes to the CEO; the [overview for venture platform teams](/for/venture-platform-teams) shows how funds run the program.

Running this checklist is portfolio support, while judging SourceX as a company to back is a different exercise; readers doing the second can request materials through the [SourceX investor overview](https://sourcex.si/investors).

This article is for information only and is not an offer to sell or a solicitation of an offer to buy securities. Any offering by SourceX is made only to verified accredited investors through its offering documents.

## Sources

- https://refer.sourcex.si/terms
- https://refer.sourcex.si/who-qualifies
- https://www.salesforce.com/en-us/wp-content/uploads/sites/4/documents/legal/Salesforce_MSA.pdf
- https://help.salesforce.com/s/articleView?id=000386225&language=en_US&type=1
- https://sourcex.si/how-it-works
- https://sourcex.si/investors