[01]M&A / PE / VENTURE
Preparing a deal
or a round
Investing in, buying or selling a business or an asset, forming a joint venture. You need to see the risks and agree the terms.
Scope of the deal support// AI-native law firm
Lawyers who see the difference.
We combine legal experience, AI and proprietary technology to solve business problems.
We support deals, formalise technology rights, review real estate, handle disputes and join your team. We organise the work around an agreed outcome: what should change for the client and what needs to be done to achieve it.
To make an enquiry, a contact is enough. Documents and confidential information — after an NDA.
Deals and investments, technology rights,
real estate and construction, court disputes,
external legal support.
AI is built into our daily practice.
We develop our own legal-work tools and share our approaches through open materials and diff.academy.
01 / practices
What we help with
Deals and investments, technology rights, real estate and construction, court disputes, and external legal support. Below are the scope of work and the result for each practice.
Preparing a deal
[02]AI / IP / DATA
Creating a product
built on technology
You need a clear chain of title: from the developer and the dataset to the model, the product and the agreement with the buyer.
Scope of the rights review[03]PROPERTY / CONSTRUCTION
Buying a property
or building
We review real estate and land, and support construction and contracting through acceptance of the works.
See the scope for the property[04]COURT / CONTRACT DISPUTES
Need to defend
your position
We prepare the evidence, represent you in court, and offer pretrial settlement options.
See the scope of court work[05]IN-HOUSE / SUPPORT
Need a lawyer
inside the team
We help with contracts and corporate matters, or take on the role of your external legal department. We agree priorities and ways of working.
Terms of support// an example of a result
Risk map
and action plan
Depending on the task, the result includes a risk map, amendments to the terms, a check of the chain of title and a list of questions for the negotiations.
DIFF / APPROACH FRAGMENT01 — IP
Who owns the rights?
The chain of transfer of rights has not been checked.
Check the agreements and acceptance acts.
Identify the gaps. Formalise the transfer of rights.
Identify the gaps. Formalise the transfer of rights.
The result of the work: a risk map, action priorities and the necessary documents.
02 / result and boundaries
Result and boundaries
of each service
Before the work begins we record what the result will include. Scope, cost and timing are determined by the task. Additional stages are discussed in advance.
[01] / DEALS
Deals and investments
We support the purchase and sale of businesses, direct and venture investments, and the setting up of joint ventures. We work with buyers, sellers, investors and founders.
What we do
- We review the company before the deal: corporate documents, material agreements, technology rights and other agreed matters.
- We develop the deal structure: the procedure for investing, company governance and exit from the business.
- We prepare and agree agreements for the sale and purchase of shares and stocks, investment and corporate agreements.
- We take part in the negotiations: we agree the terms, the parties' representations and warranties, and liability for breaches.
- We support the signing of the documents and the fulfilment of the closing conditions.
Boundaries of the work
- Financial and technical audits are not part of the legal DD
- Foreign law and special approvals are assessed separately
- The decision to enter into the deal and its terms are determined by the parties.
How we determine the cost and timing: by your side of the deal, the structure, the volume of documents and the deadline. A separate stage, or support up to the closing of the deal, can be agreed.
[02] / TECHNOLOGY
Rights and risks
of the product
A map of the rights and restrictions on the product, model and data. A prioritised plan for closing the gaps and amendments to the documents.
What we do
- We check the chain of title from employees and contractors, licences and the terms of use of open-source components.
- We carry out a legal review of the AI asset and prepare documents on technology rights for raising investment or a sale.
- We assess the legal terms of data use, compliance with trade secrets and the requirements applicable to the AI product.
- We review and agree agreements with AI vendors.
Boundaries of the work
- Model testing and information-security audits are separate tasks
- We fix the scope of the data review and the jurisdictions in the brief
- Registrations and court disputes are agreed separately
How we determine the cost and timing: by the product architecture, the number of sources of rights and the set of documents. Before the work begins we agree the scope of the review, the result, the cost and the timing.
[03] / REAL ESTATE
Real estate
and construction
We review the property and chain of title before purchase or construction, and support construction and contracting from design through acceptance of the works.
What we do
- We review real estate and land: the chain of title, encumbrances, boundaries, and the site's planning potential.
- We support construction and contract work: from design and permits to acceptance of the works.
- We review the contract terms and allocate responsibility for the agreed project stage.
- We record the review questions, required actions, and limits of the selected scope.
Boundaries of the work
- Environmental and licensing compliance for industrial facilities is a separate task
- We assess post-acceptance work, including disputes and recovery, separately.
- Bankruptcy and enforcement proceedings are agreed separately
How we determine the cost and timing: by property and project stage. We assess property review, construction support, and pre-acceptance stages separately.
[04] / DISPUTES
Court
disputes
We prepare the position and evidence and represent interests in court in disputes over real estate, contracts, and major contractual conflicts.
What we do
- We analyse the facts, documents, and legal positions in disputes over real estate, contracts, and major contractual conflicts.
- We prepare procedural documents, take part in negotiations, and represent interests in court for the agreed stage.
- We assess the evidence, work with experts, and build a plan for court action.
- We offer pretrial settlement options, including negotiations and a settlement agreement.
Boundaries of the work
- We do not guarantee the outcome of a case: we fix the position, the risks and the action plan
- Bankruptcy and enforcement proceedings are agreed separately
- Property review and construction support are separate tasks
How we determine the cost and timing: by the subject, stage, and complexity of the dispute. We assess position preparation, pretrial work, and court work separately.
[05] / SUPPORT
External
legal department
A legal department for a business: contracts and corporate matters, governance support, backing for an in-house team or a full replacement for a staff lawyer.
What we do
- We review and agree agreements, including non-disclosure agreements (NDAs), and keep the contract base up to date.
- We support corporate resolutions, governing bodies (boards of directors), employee incentive programmes (ESOP) and the team's day-to-day legal matters.
- We agree task priorities, keep a record of what has been agreed and determine the next steps.
Boundaries of the work
- Deals and litigation beyond the agreed scope are priced separately
- Limits, urgency and team availability are fixed in advance
- Expanding the tasks — after a new scope has been agreed
How we determine the cost and timing: by the flow of tasks, the workload and the support mode you need. For a subscription we agree the scope of the work and the prioritisation rules.
Team qualifications
and rankings
diff.legal was founded by graduates of the Faculty of Law of Lomonosov Moscow State University and the Russian School of Private Law. The firm's lawyers are recognised by leading Russian and international rankings. The decision and the responsibility remain with the practising lawyer.
Pravo-300Best LawyersLeaders of the Legal Marketthe Rossiyskaya Gazeta lawyers' ranking
03 / starting work
No lengthy brief
at the start.
Leave a contact
A general description is enough. Documents and details of the deal are not needed yet.
We will check whether we can take it on
We will clarify whether we can take it on and check for conflicts of interest. Before a confidential discussion — an NDA.
We will agree the work
Before work begins, we agree the task, scope, expected outcome, constraints, cost and timing.
We will start the work
We will determine who is responsible and how documents are exchanged. We will keep the history of amendments and arrangements in the project.
// diff.legal / for people and their agents
Connect your
AI assistant
The assistant can find out what services we offer and what the work includes, then prepare a description of your task. You review the draft and consent text; once you confirm, the assistant can submit the enquiry through submit_enquiry.
The open reference service returns information about the services and the enquiry procedure.
No client documents or legal opinions; submission is possible only after the user's explicit confirmation.
Your agent asks
What does deal support include?
The diff.legal catalogue replies
Deals and investments
- Defining the structure and scope of the support
- Due diligence, documents and negotiations — as agreed in the scope of work
Scope, cost and timing are agreed before the work begins.
You review the description.
After you confirm, the assistant submits the enquiry.
01 / PROJECT MEMORY
We do not forget versions, amendments and arrangements. The context is stored inside the client's project.
02 / OUR OWN AI ENGINE
It detects discrepancies and helps to check documents. The result is assessed by a lawyer.
03 / CLOSED LOOP
Sensitive documents stay in a closed environment, with no public AI services and no training on your data. External models are used only for open legislation and case law.
diff.academy
AI in a lawyer's work
An educational project by diff.legal: practical programmes on working with documents, checking AI answers and building legal assistants. For individual specialists and teams. Enrolment is not open yet — leave a request on the academy's site.
04 / questions
Before the first
conversation.
Can I get in touch if I do not know which service I need?
Yes. Choose “Not decided yet” and leave a contact. You can briefly describe what is happening in your business and the result you want to reach. A legal qualification of the task is not needed at this step.
How do I find out the cost?
First we define the task, the scope of the review and the result you need. Then we agree the cost, the stages and the timing. If additional work is needed, we discuss it before the new stage begins.
Do I need to send documents straight away?
No. A general description is enough in the open form. Share confidential information and documents after the check that we can take on the project and an NDA, via the agreed secure channel.
Do you work only with technology companies?
Technology is one of our practices, not a limitation. We work with business assets as a whole: from an AI product and a funding round to a building, a construction project and a dispute with a contractor.
We are a buyer or an investor. Will you work on our side?
Yes. We support startups, funds and ecosystem businesses, buyers and sellers of technology, developers, contractors and real estate owners. In each project we first check conflicts of interest and agree the team's role.
Will AI make legal decisions?
No. Our own AI engine helps to proofread and compare documents. The legal position and the final result are checked by a lawyer. The open service for external AI agents answers only questions about the services and the enquiry procedure.
Can we work remotely?
We work across Russia and with international counterparties. The format of communication, electronic document interchange and secure document exchange are agreed before the start. Foreign-law matters are included in the scope of the work separately.
05 / next step
Let's discuss
your task
Leave a contact. If you wish, add a few words about the project. You can share the details after you submit the form.
→
No registration is needed.
The mailing — only with a separate opt-in.
Documents — after an NDA.
DIFF.LEGAL / NEW TASK01 → CONTACT
Go to the secure enquiry form. One contact is enough; no registration is needed.
+ enquiry saved
Request received.
The enquiry has been registered with diff.legal. You do not need to send it again.
The next step is to clarify the task and whether we can take the work on. Confidential details will be discussed after an NDA.