Comment on a purchase agreement for the lawyer to rewrite
Key facts
- Human involvement
- RedLawyer-led
- How AI is used
- In a separate list, note missing parties, price, closing conditions and liability caps, with clause numbers. Write no replacement clause and no sentence that could be pasted into the agreement.
- What the lawyer must review
- The signed purchase agreement is the lawyer's document. Opinion 512 allows a tool to assist the review and leaves the lawyer responsible under Rule 1.1 for every word that is signed. Rule 1.6 applies before the draft goes into a tool that retains it. Delaware § 251 governs a merger agreement of a Delaware corporation, including the stockholder vote unless a subsection of § 251 fits. It is not the rule for a private purchase of stock or assets.
- Written for / version
- United States versionUS
Who does what
| Role | What they do |
|---|---|
| Assistance | Supporting preparation only. Limit any support to organising, indexing or comparing the source material. Confirm the tool’s capability and permitted scope. The tool writes nothing into the document. Substantive advice, judgement and any restricted content remain with the responsible human. |
| Lawyer | Perform the substantive analysis and decisions. Independently check any permitted supporting work and approve the exact output for its intended use. |
Checklist
- Review operative clauses in the complete document, including definitions, cross-references, schedules and inconsistencies with the instructions.
- Confirm the output against the client’s instructions and the complete relevant source material, including omissions or contradictions.
- Resolve exceptions and record the responsible lawyer’s approval of the exact output and intended use.
Forms and precedents for this task
| Form or precedent | Kind | AI use | Summary |
|---|---|---|---|
| Non-binding letter of intent for a stock or asset purchase | Letter | AI use Yellow | Non-binding US letter of intent for a stock or asset purchase. |
Signed-in accounts can read the full text of each one. All precedents.