Legal Due Diligence Consultant

VDS Consulting Group; West Palm Beach (FL); On-site; USD 150,000 - 190,000; Full time

Job summary

VDS Consulting Group is seeking a Legal Due Diligence Consultant to support contract-to-hire pathways for general counsel and governance tracks. You will identify liabilities not visible in numbers, review contracts, disputes, and governance to inform buyers.

The role requires a JD with active bar, 7+ years in M&A, strong diligence leadership, and ability to translate legal risk into business terms. You will work with outside counsel, manage data rooms, and oversee post-close compliance

Qualifications

• JD and active bar admission required.
• 7+ years in M&A, corporate, or in-house counsel.
• Experience leading diligence workstreams and data-room reviews.
• Knowledge of regulated industries (aerospace/defense, pharma/medical, oil & gas).
• Ability to explain legal risk in business and dollar terms.

Responsibilities

• Review customer, supplier, distribution, lease, licensing, and joint venture contracts.
• Flag change-of-control, assignment, exclusivity, and termination clauses.
• Assess pending and threatened litigation, warranty claims, and regulatory actions.
• Review governance, ownership, board records, and permits.
• Evaluate employment agreements, labor relations, and benefit obligations.
• Check IP ownership, trade compliance (ITAR/EAR), and FDA/FAA regulations.
• Translate findings into reps, warranties, indemnities, and closing conditions.
• Post-close: lead novation, entity cleanup, and compliance setup.

Skills

Diligence leadership

Data room reviews

Regulatory knowledge

Risk communication

Education

Juris Doctor (JD) and bar admission

Job description

Legal Due Diligence Consultant

Contract to hire · Operating Partner pathway (general counsel / governance track)

You will find the liabilities that don't show up in the numbers. You review contracts, disputes, and governance so the buyer knows what it is inheriting, and you work alongside the deal's outside counsel.

What you'll do

• Review material contracts: customer, supplier, distribution, lease, licensing, and joint venture agreements.
• Flag change-of-control, assignment, exclusivity, and termination clauses that affect deal value.
• Assess pending and threatened litigation, warranty claims, and regulatory actions.
• Review corporate governance, ownership structure, board records, and permits.
• Evaluate employment agreements, labor relations, union contracts, and benefit obligations.
• Check intellectual property ownership, trade compliance (ITAR, EAR), and sector regulations such as FDA or FAA.
• Translate findings into reps, warranties, indemnities, and closing conditions with outside counsel.
• After close, lead contract novation, entity cleanup, and compliance program setup.

What you bring

• JD and active bar admission; 7+ years of M&A, corporate, or in-house counsel experience.
• Experience running legal diligence workstreams and data-room reviews on live deals.
• Knowledge of regulated industries such as aerospace & defense, pharma & medical devices, or oil & gas preferred.
• Ability to explain legal risk in business and dollar terms.

Operating Partner path: interim general counsel or governance lead, building contract, compliance, and board processes.

Note: VDS complements, and does not replace, the transaction's legal counsel.