---
title: "Build a conditions and closing checklist from the deal documents"
url: "https://ailawframework.com/practice/mergers-and-acquisitions-private-equity/build-the-conditions-precedent-tracker-and-completion-checklist/united-states"
type: "task_jurisdiction_version"
site: "AI Law Framework"
id: "A2-T1-R8-US"
practice_area: "Mergers & Acquisitions / Private Equity"
tier: "yellow"
lawyer_review: "required"
jurisdictions: ["US"]
last_reviewed: "2026-10-22"
---

# Build a conditions and closing checklist from the deal documents

> List each condition, deliverable and responsible party from the agreement the lawyer identifies, with the clause number. Write no closing certificate, consent or filing.

Canonical page: https://ailawframework.com/practice/mergers-and-acquisitions-private-equity/build-the-conditions-precedent-tracker-and-completion-checklist/united-states  
Last reviewed: 2026-10-22

Site index for agents: https://ailawframework.com/llms.txt

## Key facts

| Fact | Value |
| --- | --- |
| Practice area | [Mergers & Acquisitions / Private Equity](https://ailawframework.com/practice/mergers-and-acquisitions-private-equity.md) |
| Human involvement | Yellow: Lawyer and AI draft together |
| How AI is used | List each condition, deliverable and responsible party from the agreement the lawyer identifies, with the clause number. Write no closing certificate, consent or filing. |
| What the lawyer must review | You confirm each line against the current draft or the signed agreement, and against any filing the condition depends on. A generated checklist is not a closing set. Model Rule 1.1 and Formal Opinion 512 leave you responsible for the judgment of what is still open. If a condition is a Hart-Scott-Rodino waiting period or a CFIUS outcome, use those regimes' own pages, not the checklist, to decide status. |
| Written for | United States |
| Applies to | [Build the conditions-precedent tracker and completion checklist](https://ailawframework.com/practice/mergers-and-acquisitions-private-equity/build-the-conditions-precedent-tracker-and-completion-checklist.md) |

## Checking plan

- What the AI does: List each condition, deliverable and responsible party from the agreement the lawyer identifies, with the clause number. Write no closing certificate, consent or filing.
- Basis: Checked against the linked sources on 22 October 2026. Confirm the current instrument before reliance.

## Notes

- Opinion 512 says a tool may be a foundation for a document the lawyer then produces. It may not be the signed closing paper.
- State secretary-of-state filings, payoff letters and third-party consents are deal-specific.

## Sources

- [ABA Model Rule 1.1, Competence](https://www.americanbar.org/groups/professional_responsibility/publications/model_rules_of_professional_conduct/rule_1_1_competence/) (checked 2026-10-22)
- [ABA Formal Opinion 512, Generative Artificial Intelligence Tools (29 July 2024)](https://www.americanbar.org/content/dam/aba/administrative/professional_responsibility/ethics-opinions/aba-formal-opinion-512.pdf) (checked 2026-10-22)
- [FTC: Premerger Notification Program (Hart-Scott-Rodino)](https://www.ftc.gov/enforcement/premerger-notification-program) (checked 2026-10-22)

## Forms and precedents for this task

| Form or precedent | Kind | AI level | Summary |
| --- | --- | --- | --- |
| [Share sale completion agenda, deliverables checklist and funds flow (private company)](https://ailawframework.com/precedents/mergers-and-acquisitions-private-equity/share-sale-completion-agenda-and-checklist.md) | Checklist | Yellow | A completion agenda for the purchase of all the shares in an Australian proprietary company: conditions confirmed, deliverables from each side, board meeting business, funds flow, and the record of… |
| [Private acquisition closing checklist (United States)](https://ailawframework.com/precedents/mergers-and-acquisitions-private-equity/us-closing-checklist.md) | Checklist | Yellow | Closing checklist for a US private stock or asset purchase: authority, Hart-Scott-Rodino, third-party consents, intellectual property, employees and funds flow. It tracks conditions.… |

Signed-in accounts can read the full text of each one.

*Practice guidance for planning and review. Confirm current primary sources and the requirements of the actual matter. This is general information, not legal advice.*