Identify legal risks before they become costly problems.
We help investors and acquirers uncover deal-breaking legal risks. From contracts to litigation, our legal due diligence process gives you a clear picture before you commit.
We prioritize practical, deal-focused insights so you can make confident, informed decisions.
Dave Sterrett, Esq.
Founder, Lead Attorney
Danielle Pezzimenti
Director of Due Diligence
Tia Jones
M&A Legal Associate
What Our Legal Due Diligence Services Cover?
Our M&A legal due diligence protects your investment by reviewing:
Corporate Structure
Verifying proper formation and good standing.
Contracts & Agreements
Checking enforceability and change-of-control clauses.
Intellectual Property
Confirming ownership of trademarks, patents, and trade secrets.
Regulatory Compliance
Validating required permits and industry licenses.
Litigation
Assessing exposure from pending or threatened lawsuits.
Employment
Reviewing HR compliance, benefits, and retention risks.
Real Estate
Verifying property titles, leases, and encumbrances.
Tax Compliance
Checking enforceability and change-of-control clauses.
Data Privacy
Assessing data protection practices and breach history.
The Legal Due Diligence Process
Our 2-4 week process keeps investigations efficient and deal momentum high:
01
Scope & Planning (1-2 days)
Defining focus areas based on deal type and creating a tailored checklist.
02
Document Collection (3-7 days)
Organizing seller-provided corporate records and contracts.
03
Report & Recommendations
Identifying risks, red flags, and assessing deal impact.
04
Review & Analysis (1-3 weeks)
Delivering a clear, actionable legal due diligence report, not a generic document dump.
Our Legal Services
Buy-Side Legal Due Diligence
Acquiring a business? We review every contract, filing, and compliance obligation from the buyer’s perspective to surface risks that affect your deal terms, your liability, and your ability to operate after closing.
Review all material contracts for enforceability and transfer restrictions
Identify pending or threatened litigation and regulatory exposure
Verify clean ownership of assets, IP, and licenses
Assess employment agreements, retention risk, and compliance gaps
Sell-Side Legal Due Diligence
Selling a business means every contract, filing, and compliance record will be scrutinized. We identify and fix legal issues before buyer diligence begins, so nothing surfaces that costs you leverage or valuation.
Organize corporate records and entity documentation for buyer review
Identify and resolve contract clauses that could complicate transfer
Surface litigation, compliance, and tax issues before buyers do
Prepare IP ownership verification and licensing documentation
SMB Legal Due Diligence
Acquiring a small or mid-sized business? We review key legal aspects to ensure there are no hidden liabilities or structural issues that could impact your investment.
Audit corporate governance records and foundational contracts
Uncover hidden debts, pending litigation, and undisclosed liabilities
Flag risky change-of-control clauses in material agreements
Structure purchase agreement indemnities and seller protections
HVAC Legal Due Diligence
Focuses on licensing, regulatory compliance, and service contracts.
Verify state contractor licenses and environmental permits
Audit the enforceability of recurring service and vendor agreements
Review technician employment terms and liability considerations
Identify industry-specific regulatory violations and compliance gaps
SaaS Legal Due Diligence
SaaS businesses require careful evaluation of IP, contracts, and compliance. We help you understand the legal foundation behind recurring revenue and digital assets.
Confirm proprietary code and intellectual property (IP) ownership
Review customer subscription contracts and terms of service
Audit data privacy compliance (GDPR, CCPA) and breach history
Assess open-source software licensing and infringement risks
eCommerce Legal Due Diligence
eCommerce businesses involve multiple moving parts—from supplier agreements to platform dependencies. We evaluate the legal side of these operations to reduce risk.
Review exclusive supplier, vendor, and fulfillment agreements
Assess platform terms of service compliance (Amazon, Shopify)
Verify trademark registrations, patents, and brand IP protection
Identify product liability exposure and operational legal risks
WHY CHOOSE US?
We’ve Closed the Deals: Our team has built, bought, and sold businesses, closing $100M+ in M&A transactions.
Practical, Not Academic: We flag what actually impacts negotiations, skipping the 100-page theoretical reports.
Fast & Deal-Focused: We operate on real-world deal timelines, turning findings around in weeks.
Get In Touch
Let’s talk about your acquisition. Leave a message below explaining your situation, and we’ll get back to you with how we can help protect your investment.