The $4.45M Jira Ticket (Blattman v. C3)

In the Blattman v. C3 lawsuit, a buyer successfully withheld a $4.45M payout because they found over 200 unresolved "Critical" defects in the seller's Jira logs post-close. The seller claimed: "To our knowledge, the software is fine."The court looked at the Jira backlog and said: "Your engineers knew. Therefore, you knew." The Lesson for 2026 Searchers: Financial Diligence (QofE) audits the bank account. It ignores the repository. If you are buying a software-enabled company, the "Technical Debt" isn't just an operational headache - it is a discoverable legal liability. If you don't audit the bug backlog before closing, you are inheriting a documented breach of warranty. I just compiled a Forensic Dossier on this case and the rise of "Technical Breach" litigation in LMM deals. Comment 'Dossier' below and I will DM you the PDF.