M&A Diligence.
Read the entire data room. In hours, not weeks.
Leah ingests the target's contract portfolio, surfaces change-of-control triggers, indemnification caps, IP encumbrances, and regulatory exposure, and produces a red-flag report ranked by materiality before the deal team can read any of them.
Material risks discovered after the term sheet are not findings. They are write-downs.
Diligence under deal pressure means contracts get skimmed, not read
Deal timelines compress reviews to days. Outside counsel triages by sample, then signs off on a portfolio they never fully read. The risks that matter live in the contracts no one opened.
Change-of-control triggers buried in long-form clauses
Assignment, consent, anti-assignment, and deemed-transfer provisions sit inside boilerplate sections labeled something else entirely. A keyword search finds the obvious ones. The expensive ones hide in the language.
Material risks discovered after term sheet, not before
Indemnification caps, IP encumbrances, and regulatory commitments surface only when they break a closing condition. By then the LOI is signed and the leverage is gone.
Outside counsel runs the meter on volume review
Associate-hour billing on contract diligence is the largest line item in the deal budget. The output is a binder of issues lists. The cost scales with the count, not the complexity.
Findings arrive too late to negotiate
Red-flag reports land days after the negotiation milestones they should have informed. Price adjustments, escrows, and reps and warranties are agreed before the buy-side knows what they are signing into.
No defensible record of what was reviewed
Post-close, when a missed risk surfaces, the question is which contracts were actually examined. Email threads and shared folders do not produce a defensible answer.
Every contract in the data room, ingested and classified in hours
Leah connects directly to the VDR and pulls every contract in the data room. Bulk upload, OCR for scanned PDFs, automatic classification by contract type, and deduplication across versions. The deal team gets a clean, structured view of the target's contractual estate before counsel opens the first document.
“We had the entire target portfolio classified before our outside counsel had finished onboarding to the VDR. That changed the rhythm of the whole deal.”
Head of Corporate Development, Industrial Group
Five steps from data room to red-flag report
Leah plugs into the VDR you already use. Findings start surfacing in hours, not at the end of a six-week workstream.
Ingest Data Room
Leah connects to the VDR (Intralinks, Datasite, Firmex, SharePoint) and pulls every document as the seller posts it. OCR runs on scanned PDFs. The contractual estate is structured before counsel finishes onboarding.
Classify Contracts
Every document is classified by contract type, counterparty, jurisdiction, and effective date. Drafts and amendments link to executed parents. The diligence universe is the executed set, not the version noise.
Extract Material Terms
Change-of-control, indemnification, IP, payment, regulatory, and exclusivity provisions extracted across the portfolio with source citations. Aggregate exposures quantified.
Flag Risks
Every risk ranked by financial and strategic materiality, scored against deal-stage thresholds. Top flags surface in hours, with the source clause and recommended action attached.
Brief Deal Team
Red-flag report routes to the right function with full context. Findings inform LOI, term sheet, reps and warranties, and price adjustments before the milestones, not after.
Got Questions? Get Answers.
There is no practical ceiling. Leah has run diligence on portfolios of 10,000+ contracts. The constraint is the data room, not the platform. Ingestion and classification scale linearly, and red-flag surfacing begins as soon as the first contracts are processed, so the deal team is reading findings while the rest of the portfolio is still being indexed.
Leah handles contracts governed by US (federal and state), UK, EU member state, Canadian, Australian, and major Asia-Pacific jurisdictions out of the box, in English, German, French, Spanish, and Portuguese. Contract types include customer and supplier agreements, licensing, employment, real estate, financing, joint ventures, and regulatory filings. For specialized jurisdictions or industry-specific contract types, the extraction model is configurable per engagement.
Leah reads the document, not a template, so heavily negotiated and bespoke contracts are handled with the same accuracy as standard form agreements. Where extraction confidence falls below the engagement threshold, the clause is flagged for human review before it enters the materiality ranking. Audit-grade accuracy is maintained because uncertain extractions never enter the report unflagged.
Yes. Leah has native connectors for Intralinks, Datasite, Firmex, SharePoint, and Box, plus a generic connector for any VDR with API or SFTP access. Documents flow in continuously as the seller posts them, so the diligence work product stays current as the data room evolves. No manual export or re-upload steps.
Leah is deployed in a private instance for each engagement. Contract content does not train any underlying models. Data is encrypted in transit and at rest, with access scoped to the named diligence team. SOC 2 Type II, ISO 27001, GDPR, and CCPA aligned. For competitive transactions, an isolated per-deal instance is the standard configuration.
Outside counsel still runs the engagement. What changes is the work product they review. Instead of associates reading every contract end to end, partners review structured findings ranked by materiality. Outside counsel firms using Leah report 60 to 70 percent reductions in diligence fees, while delivering more thorough red-flag reports earlier in the deal cycle. The platform amplifies counsel rather than replacing them.
