Due Diligence Review: an agent workspace that executes the eight-step diligence flow

Diligence is the same job in every M&A deal: read the documents, find the risks, build the matrix, draft the memo. The process is well-defined. The hours it consumes are not.

We built an agent workspace for it. You drop the data room into Atlas, the agent executes the eight steps below, and returns the work product to the partner ready to review.

The eight-step flow

1. Document map

Inventory every document in the data room. Group them by category — corporate, contracts, IP, employment, litigation, real estate, financial, regulatory — and flag anything that looks missing for a deal of this type. (Most diligence misses are at this step — the agent surfaces the gap rather than papering over it.)

2. Extract findings

Review every document and pull out every material finding a buyer would care about: change-of-control and assignment provisions, termination rights, exclusivity, non-competes, indemnities, caps on liability, auto-renewals, off-market terms. Cite the document and section for each.

3. Build the diligence matrix

Build the matrix in your firm's template. One row per contract, with columns for counterparty, term, renewal, change-of-control, assignment, termination, liability cap, and key risks. The agent fills your template directly — no copy-paste.

4. Red flags

Rank the top deal risks across the entire data room by severity. For each: the issue, where it appears, the potential impact on the transaction, and a suggested mitigation (price adjustment, condition precedent, indemnification, walk-away).

5. Change-of-control sweep

Every clause triggered by a change of control or assignment, across every contract, in one place. Counterparty, exact trigger language, consent required (yes/no). This is the list that drives the buyer's third-party-consent workstream.

6. Contract obligations summary

The company's ongoing obligations and liabilities: payment commitments, minimums, exclusivity, MFN clauses, standing covenants. The liabilities the buyer is inheriting on day one.

7. Gap and consent list

What's still missing to complete diligence (documents, schedules, confirmations) and every third-party consent or notice the transaction will require. Ordered by priority so the deal team can run the right workstreams in parallel.

8. Deal team memo

A concise memo for the deal team: scope reviewed, key findings, material risks, open items, recommended next steps. Ready for the partner.

Why agent workspaces

Atlas runs this flow inside an agent workspace — a private, tenant-isolated environment where:

• The documents never leave your tenant. No external SaaS. No shared infrastructure.
• Every action is logged. The audit trail is exportable in the same format as your firm's existing matter management system.
• Every output is cited. Every cell in the matrix, every finding, every memo paragraph traces back to its source document and section. Click to verify.
• The partner is reviewing, not building. The eight-step flow runs on the docs you upload; the partner's first interaction is the finished work product.

The time math

A typical 200-document data room takes a competent first- or second-year between 30 and 60 hours to diligence to the matrix-and-memo level. The agent workspace runs the flow in under three minutes end-to-end. Partner review time is unchanged.

What used to be most of a week becomes most of an afternoon.

Beyond M&A

The same agent-workspace pattern applies wherever a legal workflow has well-defined steps and document inputs:

• Loan portfolio review
• Insurance claim investigation
• Regulatory examination response
• Vendor contract repapering
• Estate document audit

The workspace knows the steps. You bring the documents.

Atlas AI · Private AI infrastructure for law firms and legal departments.