Email Leela. She sends back an issues list. And a redline.
For everyone who negotiates contracts. Forward the other side's draft with one sentence about what you want. The work comes back to your inbox, and only to your inbox.
A negotiation round takes 5 working days. Most of it is waiting.
6 in 10 deals are on the other side's paper, so the first read is the slowest part. Most of the changes you ask for are the changes you asked for last time, and they still get typed by hand. Leela takes the first read, the redline and the record. You keep the decisions.
What do I send?
An email, written the way you would brief a colleague. Forward the draft, say who you act for and which side, and name what you want back. Attach the playbook if there is one. That is the whole interface. Nothing to install, no app to learn.
Dear Leela
We act for Meridian as the vendor. Attached are Halcyon's MSA, DPA and security addendum, on their paper. Review against our playbook. Issues list, redline and margin comments, by Wednesday. Daniel agreed net 45 on a call, so reflect that.
Best,
Asha
What comes back?
Three attachments and a short note, in the same thread. A typical agreement comes back in 4 to 5 minutes. A long package can take half an hour, and she says how long when she acknowledges it.
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The issues list
Every issue cites its clause and states the problem, the risk and what to ask for instead. It is ranked by what each point costs you. Nothing is flagged that does not need a decision.
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The redline
A Word file with real tracked changes and margin comments, on their paper or yours. Fonts, numbering, cross-references and tables survive the round trip. It opens clean in their Word.
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The note
What she changed, what she left alone and why, and the points that need your call. If the brief was unclear she asks 1 question, not 5.
On Halcyon's 35-section MSA that is 21 issues. The 5 that matter most:
| Clause | Their draft | Where it landed |
|---|---|---|
| Payment | Net 60 | Net 45, as agreed on the call |
| Liability | Uncapped | 12 months of fees, 18 held as the fallback |
| Most favored customer | Any customer, any time | Struck, with the reason in the margin |
| Audit | Any time, 5 days notice, at the vendor's cost | Once a year, 30 days notice, at the buyer's |
| Data terms | Delete in 7 days, notify in 24 hours | 30 days and 72 hours, reasoning in the margin |
Meridian and Halcyon are fictional. The documents, and everything she did to them, are real.
Does she email the other side?
No.
Leela sends work only to members of your team. Nothing reaches a counterparty unless you forward it yourself, from your address, under your name. That is how she is built, not a setting to remember.
How does she know our positions?
From your playbook, and from what you tell her.
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Send the agreements you have signed
She reads them and drafts the playbook: standard position, fallback and walk-away for each issue. Each cites the clause it came from. You edit it by replying.
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Or write it down
"Liability capped at 12 months of fees, 18 as a fallback, never uncapped. Audit once a year on 30 days notice at their cost." A page in an email is enough.
She holds the fallback line. A concession beyond it goes to you as a question, never into the draft. A preference stated once is kept. "Net 30 for every customer under $100k" applies to the next draft and to the fiftieth.
And on round 2?
Forward their return. She compares it with the version you sent, not with the original, and re-states the issues list for the round.
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What moved, held and is new
Each of your positions is marked accepted, countered or ignored. New clauses are flagged. Points you won are closed. Points they reopened are reopened, with their comment quoted.
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Changes that were not marked
A "clean" sign-back whose governing law has quietly become New York. A conformed copy where 30 days has become 10 with no revision mark. A cover note that claims your audit clause was accepted while the text says otherwise. She reads the document, not the cover note.
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Your own side's changes
Your sales lead agrees net 45 on a call and emails you. The next redline reflects it, and the issues list records where the number came from.
Forward one round and see what she catches.
SetupOnly their paper?
No. Anything on the way to signature, and the questions that come after it.
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NDAs at volume
Their form or yours, 6 threads in an afternoon. A sign-back that changed nothing gets "countersign and file". One that changed the venue does not.
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A draft against its control document
A side letter against the term sheet. A facility agreement against the sanction letter. A trade confirmation against the master. Every deviation quoted from both sides.
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Questionnaires
120 security questions answered from your policy pack, each citing its source. The ones the pack cannot answer are listed as gaps, not guessed as Yes.
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Signed contracts
"What is the non-renewal window on the HQ lease?" The answer cites the clause. When the contract is silent, she says so.
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Diligence across a bundle
10 documents in. One memo per document and one consolidated report out, from the side you name.
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Edits and proofreading
Rename a defined term everywhere. Fold 7 agreed commercial terms into the maintenance clause. Check the dates in the index against the body.
When does she stop?
When the answer is not in the documents or the brief. She does not invent a Yes on a questionnaire, a concession your playbook forbids or a client you did not name.
An acquirer sends its "standard" NDA. Under a heading that says Standstill sits an 18-month no-shop. That comes back as 1 line to you, not as a redline.
She is not a lawyer and gives no legal advice. She drafts and proposes. You decide.
Who is it for?
Anyone who negotiates contracts and does not want a new app to do it in.
- In-house legal: the queue of counterparty paper, reviewed to one playbook, on the day it arrives.
- A first legal hire or solo counsel: the issues list before the sales call, not after it.
- Law firms and deal teams: the first pass on every draft, per client, in the firm's voice.
- Contracts and procurement: vendor paper against your standards, and the renewal dates that follow.
- Sales: the NDA back the same afternoon, on the positions legal set.
- Corporate development: the side letter against the term sheet, before closing.
Where does our paper go?
To servers in the United States, encrypted at rest and in transit, inside a matter only your team can see. Only members of your team can email her. Your documents are not used to train models, ours or anyone's. The security page has the rest, including the subprocessor list.
What does it cost?
$149 per seat per month, one plan, every feature. A seat is a person who emails her. The rate falls at 5 seats and again at 10 and 15. Annual billing gives 2 months free. The trial is 14 days and needs no card. Details are on Pricing.
How long to set up?
Under 5 minutes. Nobody in IT is involved. Enter your work email and click the link that arrives. The first screen shows Leela's address and opens a pre-filled draft. Attach the contract on your desk and send it. She names the matter after the transaction and takes the counterparty from the document.
Why we built her
We are two lawyers. One of us spent 15 years advising on transactions and running legal functions. The other stopped practising to build legal software, and first tried this problem in 2007. In every team we have worked in, the draft sat in the queue for a week. The playbook lived in someone's head. The record lived in someone's spreadsheet. We built Leela so the first read, the redline and the record happen on the day the draft arrives, and the lawyer's time goes to the points that need judgment.
Tripti Mody Sheth and Vivek Durai, founders. About Leela Works
Send her the draft on your desk.
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