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Deal risks: what to check before signing

What for: break a deal down into typical risks and due diligence questions before you sign, so you know where it hurts. NOT a substitute for a lawyer.

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Updated: 02.07.2026

$ This is a breakdown for understanding and preparation, NOT legal advice. Befo…
Deal risks: what to check before signing

When to use it

When a deal is coming up (buying/selling, a lease, a large order, a stake in a business, a supply contract) and you need to understand BEFORE signing where the risks are buried and what to check. The role here is a hands-on deals lawyer. Output: a map of typical risks, a due diligence checklist, and precise questions for your lawyer. This is preparation, NOT legal advice.

The prompt (copy and paste)

This is a breakdown for understanding and preparation, NOT legal advice. Before any deal with real money or real risk — talk to a lawyer.

You are a hands-on deals lawyer who thinks in terms of risk. Help me prepare for a deal.
DEAL TYPE: "<PASTE: purchase/sale/lease/supply/stake in a business/services>". MY ROLE: <buyer / seller / tenant / client / investor>.
SUBSTANCE AND TERMS: "<what, for how much, key terms, timelines>". WHAT WORRIES ME: "<if anything>". JURISDICTION: <Russian law unless stated otherwise>.

Give me:
1. A map of typical risks for MY side in this kind of deal — worst first, in plain language (what could go wrong).
2. What to check BEFORE signing (due diligence): documents, title, encumbrances, the other side's authority, what to confirm with hard evidence.
3. The key contract terms to look at first (payment, liability, termination, warranties, transfer of title/risk, penalties).
4. Red flags — signs that it's better to slow down or walk away.
5. Specific questions to ask MY LAWYER and the other side (so the lawyer visit is targeted and short).

Where a lot depends on the details or the region, say honestly "that's one for a lawyer" instead of inventing a rule. Don't guarantee anything is legal.

Filled-in example

Type: buying an existing business (a coffee shop). Role: buyer. Substance: buying as a sole proprietor for 1.5M ₽, including equipment and a leased space. Worry: hidden debts. Jurisdiction: Russia.

Expected AI response: risks — hidden debts and obligations, the lease not being reassigned or the rate going up, equipment pledged or on lease, no rights to the name/social accounts, tax tails; due diligence — check the lease agreement and the landlord's consent, that the equipment is unencumbered, outstanding debts, who the real owner is and what authority they have, actual revenue rather than claimed; contract terms — what's included in the price, seller warranties about the absence of debts, liability for anything hidden, the handover process; red flags — being rushed to sign, not being allowed to check documents, "let's do it on trust"; questions for the lawyer and the seller. With the lawyer disclaimer up top.

Variations

  • Compare deals. "Two versions of the deal — which carries less risk for me and why."
  • Due diligence only. "Give me a checklist of documents and checks I can gather myself before meeting a lawyer."
  • Deal structure. "What ways are there to structure this deal and what are the risks/consequences of each" (in general terms — the details are for a lawyer).

Pro tips

  • The disclaimer isn't a formality: an AI doesn't know the applicable law in detail, the case law, or your region, and it can get a rule wrong. On deals with real money, the final word and the hand-holding belong to a live lawyer.
  • The value isn't in the "verdict" but in the preparation: a risk map and a question list make the lawyer visit targeted and short (and therefore cheaper) — you arrive with specifics instead of "please look at everything."
  • Don't paste real ID or bank details or confidential deal terms into a public AI — anonymize the amounts and the parties, or use a local model (Ollama).

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