Policy · Mergers & Acquisitions / Private Equity
Protocol for AI-assisted due diligence review, with client notice (tools, data-room terms, sampling, sign-off)
Deal-team protocol for using AI tools on data room documents. It sets preconditions, roles, calibration, human verification and sampling, records and deletion, and includes a client notice explaining the AI use and how it is charged.
- Kind
- Policy. A policy or procedure for a firm or client.
- Where it applies
- Australia, United Kingdom (England and Wales), United States
- AI use
- Yellow AI can help in set ways. A lawyer checks specific points before use.
- Law stated as at
- 17 October 2026
- Status
- Maintained. Checked on 17 October 2026 against the 4 authorities it cites, for Australia, United Kingdom (England and Wales) and United States.
- Version
- 1
- Source
- Written for this library
When to use it
Use on any transaction where the firm proposes to use an AI review or extraction tool on target documents. Settle it before the data room opens. Not needed for AI tools that never touch matter documents.
How AI may be used
AI may classify, extract and summarise data room documents under this protocol. Every finding reported to the client is confirmed by a lawyer who has read the source document.
AI may
- Classify and index data room documents and extract defined clause types with page references
- Flag documents that may contain change of control, assignment, exclusivity or termination rights
- Draft first-pass issue summaries that cite the document and clause
AI must not
- Must not be used on data room documents until the NDA, data room rules and client instructions permit it
- Must not report a finding to the client that no lawyer has checked against the source
- Must not be relied on to show that a document type is absent from the data room
The lawyer checks
- Calibration results recorded and accepted by the supervising lawyer before full-scale use
- Sample of documents the tool did not flag reviewed by a person
- Report explains the AI-assisted method and its limits
Method: how the Green, Yellow and Red levels are decided. This is guidance for planning, not legal advice.
Read the full text
The full text is for signed-in accounts. It is free. When you sign in you can:
- read the whole precedent, with its drafting notes beside it;
- copy it, or download it as a Word file or Markdown;
- add it to your firm’s knowledge base, so colleagues can find it;
- let the AI tools you connect read it from that knowledge base.
The summary, the law it rests on and the AI-use guidance above stay public. Privacy.
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All precedents for Mergers & Acquisitions / Private Equity · Tasks and AI use in this area