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In the example, the answer connects a finding in the diligence report, the seller's disclosure and the closing condition in the draft SPA.
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Active matters12
Awaiting approval2
Needs your attention
v3
Project Meridian · Acquisitionv4
Project Meridian · AcquisitionAwaiting your approval
Elena Reyes submitted the due diligence report.
ERElena Reyes · Senior associate
Recent activity
Diligence reportv3
Submitted by Elena Reyes18 September 2026
Diligence reportv2
Approved by Maya Santos16 September 2026
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Northstar Logistics acquisition
ActiveBuy-side counsel
Due diligence reportv3
Under review · Elena ReyesShare purchase agreementv4
Under review · Maya SantosDisclosure schedulev2
Seller's disclosure · 17 September18 September 2026
17 September 2026
16 September 2026
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PROJECT MERIDIANMaterial contracts
18 September 2026Under review
Material contracts
& consent requirements
18 September 2026Under reviewThe Atlas distribution agreement requires prior written consent for a change of control. No executed consent appears in the reviewed file set.
Diligence report · §4.2
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Project Meridian · Harbor HoldingsWhich unresolved consent issues could prevent closing and what should we change in the draft SPA?
Two consent gaps need counsel's attention before closing.
1
Atlas distribution agreement
Report v3 identifies a change-of-control consent requirement; no executed consent is in the reviewed file set.
2
Metro Bank facility
The disclosure schedule records a lender-consent request as pending.
3
The draft SPA uses a general consent condition
Clause 6.1(c) refers to material consents but does not name either counterparty.
For counsel's consideration
Consider naming both consents as closing deliverables, specifying the evidence required and aligning the disclosure schedule. Confirm the underlying agreements and any waiver rights before settling the clause.
Source 1Due diligence reportv3
§4.2 · Material contracts“The Atlas distribution agreement requires prior written consent for a change of control. No executed consent appears in the reviewed file set.”
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Client / workOutstanding
Harbor HoldingsDue diligence · Phase 1
₱240,000F-2026-014Invoice
Due 30 September 2026
₱120,000 payment recorded17 September 2026
Find the authority
and test the distinction.
Research follows the way counsel reads a line of cases: which decisions matter, and how each one treats the others. The example uses Philippine jurisprudence on searches and seizures.
Philippine jurisprudence
Find the authority and
test the distinction.
Can an anonymous tip justify opening a passenger's bag at a checkpoint?
Philippine Supreme CourtSearches & seizuresJurisprudence
Selected authorities
People v. Cogaed
G.R. No. 200334 · 30 July 2014Why it matters
The officer relied on a driver's signal, without independently observing suspicious conduct. Useful when testing the asserted basis for a stop and frisk.
Passage to examine
“The police officer should not adopt the suspicion initiated by another person.”Read decision
Citator · Citation context
Cited and discussed in Sapla16 June 2020 · Notes 49–56Sapla draws on Cogaed's reasoning about an officer's own observations.
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“Separate the consent requirements from the evidence still missing.”