Local Data Room Builder

$75.00

For the small firm or advisory practice that got the document dump this morning and owes the other side a permissioned set by Friday. Instead of an enterprise virtual data room priced per page, or a shared Dropbox folder nobody indexed.

Local-firstNo telemetry — nothing phones homeNo lock-inNo migration

It sorts a folder of diligence documents into eight data-room categories, numbers every file, and writes the index.

Then it tells you what your checklist is still missing.

$75 a month per firm, or $150 for a single data room. Every category, the checklist verification, the SHA-256 manifest and the redaction pass are in it. Cancel any day and keep your data. The tool only ever copies your files, so the originals never moved in the first place.

What the first 48 hours of a diligence request actually look like

The request list arrives at 4:10 on a Tuesday. Forty-one items, and counsel on the other side wants the first tranche by Friday.

Your documents are in three places: the client’s Dropbox, the folder a paralegal built in 2023, and an email thread with nine attachments. Somebody now has to open every file, decide if it is Corporate or Financial or IP, rename it, number it, and produce an index a stranger can read.

Then somebody has to work out what is missing. That is the part that gets skipped under a deadline, and it is the part that earns you a follow-up letter. Two days of a billable person’s week, spent on filenames.

How it assembles the room

  1. Point it at the folders. SOURCE_FOLDERS takes a comma-separated list. It walks each one recursively for .pdf, .jpg, .png and .tif, skipping anything over the MAX_FILE_MB cap, which defaults to 50.
  2. It reads, sorts and files. Each document is categorized from its filename and light OCR hints, then copied (never moved) into OUTPUT_FOLDER/{Deal Name}/{Category}/, numbered.
  3. It writes the index, then the gap list. INDEX.md and manifest.json go out first. Then it compares what it filed against your CHECKLIST_FILE and writes MISSING.md.

What it does

  • Eight data-room categories out of the box. Corporate, Financial, Tax, Contracts, HR, IP, Litigation and Other. Nobody has to agree on a folder structure in a group chat before the work can start.
  • The checklist is a file, not a habit. CHECKLIST_FILE is a JSON list of {label, category, pattern} entries. A line like { "label": "Executed customer MSAs", "category": "Contracts", "pattern": "msa|master services" } is matched against the filenames actually filed under Contracts. If nothing matches, it appears in MISSING.md before opposing counsel notices it is absent.
  • Every filed document gets a SHA-256. It sits in manifest.json next to the category, the index number, the original filename, the filed path and a PII flag. Six months later, you can prove the document you produced is the document you had.
  • Scanned exhibits get read. Set OCR_ENGINE=documentai and it runs image-only PDFs through a Form Parser processor. Leave it on local and it uses the text layer instead, and not one byte leaves the machine.
  • Redaction fails safe, not silent. With REDACT=true it visually blacks out detected SSN and EIN before the copy is filed. If a file cannot be redacted safely, it is routed to a _Unredacted Review subfolder rather than into the room. You do not ship a client’s Social Security number to a buyer by accident.
  • It copies. It never moves. The client’s original folders are exactly as they were when you started, which is the difference between a tool you can run on live data and one you cannot.
  • Output is written 0600. On a machine two other people log into, the room is yours.
  • Run it again when the next tranche lands. It rebuilds the index and the gap list from scratch. The data room is a build artifact, not a thing you maintain by hand for six weeks.

Who should run this, and who should not

Two to twenty people, a handful of deals a year, and the partner doing the diligence is the same person who has to assemble it. Solo practices and small advisory shops sit in the same shape. If your firm’s answer to “where is the data room” is currently a shared folder, this is aimed at you.

It is wrong for you if you are running an auction with thirty bidders. You need per-bidder access logs, watermarked share links and a Q&A workflow, and this has none of those. It builds the room. It does not host it.

What it replaces

Datasite, Intralinks and Ansarada are the real virtual data rooms, and on a nine-figure deal they earn their fee. They host the documents, watermark every page, log which bidder opened what and for how long, and run the Q&A. Nothing here competes with that, and nothing here pretends to.

The other honest alternative is a shared Dropbox folder plus two days of a paralegal’s time, which is what most small-firm diligence actually runs on. That is the thing this replaces. You keep the folder. You get the two days back.

Your data

It runs against folders on your disk. On OCR_ENGINE=local nothing is transmitted at all. On documentai, extracted text goes to your own Google Cloud project and the files themselves stay where they are.

manifest.json is the record: category, index number, original filename, filed path, SHA-256 and PII flag, one row per document. It is plain JSON. Copy the output folder anywhere you like. Nothing is trapped in a proprietary container, because there is no container.

Pricing and getting started

$75 a month covers the whole firm and any number of deals. One transaction, and no plans for another this year? Take the $150 single-room price instead.

The trial is the full pipeline, redaction and checklist verification included, nothing held back. Copy .env.example, set three values, run it once. You will be reading MISSING.md in the same sitting.

Security and privacy

Handles highly sensitive diligence documents (corporate, financial, tax, contracts, HR, IP, litigation — often with SSN/EIN and other PII). Security is designed in.

Principles
Local-first. Documents never leave the machine unless OCR_ENGINE=documentai is enabled; even then only the document bytes go to Google Document AI for OCR, and the assembled data room is written locally. With OCR_ENGINE=local nothing touches the network.
Non-destructive. Source documents are copied into the data room, never moved or deleted.
Least privilege. Reads each SOURCE_FOLDERS entry, writes only under OUTPUT_FOLDER.
Fail-safe redaction. If a document can’t be redacted with confidence (no reliable token positions, non-PDF, or the redaction step throws), it is never filed into a category folder with PII exposed — it’s routed to _Unredacted Review for manual handling instead.

Protections implemented (v0.1.0)
Path-traversal defense — output deal/category names are sanitized (safeSegment) and every write is checked with assertWithinRoot(), so a crafted deal name, category, or filename can’t escape OUTPUT_FOLDER.
Content validation — inputs are verified by magic bytes (%PDF, JPEG/PNG/TIFF), not just extension, and bounded by MAX_FILE_MB.
Fail-fast config validation — clear errors for missing/invalid SOURCE_FOLDERS/OUTPUT_FOLDER/OCR+redact combination before any file is touched.
PII awareness — SSN/EIN (last-4) are detected and surfaced in INDEX.md/manifest.json (PII flag) so reviewers know which filed documents carry identifiers.
Visual redaction with fail-safe fallback — when REDACT=true and OCR_ENGINE=documentai, detected SSN/EIN boxes are blacked out (redact.ts) before filing; anything that can’t be redacted safely goes to _Unredacted Review, never a category folder.
Restrictive permissions — generated documents, manifest.json, INDEX.md, and MISSING.md are written 0600.
Secrets discipline.env, key files, and generated data-room output are git-ignored; no secrets in the repo.

Distribution / AV trust

Known limitations / roadmap
– Redaction is visual (opaque box over the rendered page), not text-layer removal — see redact.ts. For regulated outbound sharing, add a Document AI/DLP redaction processor that removes the underlying text before enabling REDACT=true for external distribution.
– Local OCR reads only an embedded PDF text layer; true image scans need OCR_ENGINE=documentai for accurate categorization and PII detection.
– Categorization is heuristic (keyword rules on filename + OCR text) — spot-check _Unredacted Review and any Other-categorized documents before sharing the room externally.
– Checklist verification is presence/pattern-based, not a substitute for counsel’s diligence checklist review.

Reporting
Report suspected vulnerabilities privately to the maintainer before public disclosure.

Frequently asked questions about Local Data Room Builder

What does the Local Data Room Builder do, and how does a local data room builder fit a deal folder?

The Local Data Room Builder turns a local folder of deal or diligence documents into an indexed, shareable package without moving anything into a generic file-sharing platform. You point the tool at the folder for a matter, and it reads the contents, builds an index, checks for missing required documents, redacts sensitive material, and writes a share manifest that records exactly what went into the room. The whole pass runs on your firm’s own machine, so client files stay where they already sit.

For a law firm or accounting practice assembling materials for a transaction, the first job is knowing what you actually hold. The FTC makes the same point about any business handling sensitive records, advising firms to take stock of the personal information in their files before doing anything else. You can read that thinking in the FTC guide to protecting personal information. A local data room builder does this stock-taking for you by indexing every file it finds, flagging documents that appear on your required-items list but are not present, and giving you a clean inventory before a single file goes out the door.

Once the index exists, the tool handles the parts of data-room prep that eat the most time. It applies redaction to sensitive content, so account numbers and personal identifiers do not travel with the package. It groups documents the way a reviewer expects to see them. It writes a manifest that names each included file, which means both sides of a deal can point to the same record of what was shared and when.

Pricing stays simple. You can pay per firm on a monthly plan or per individual data room if you only build one occasionally. Either way the tool remains single-purpose rather than a full document system you have to migrate into. That matters for smaller practices that want deal-ready packages without a platform contract. The honest limit is worth stating plainly. This is not a client portal or an e-signature service. It builds the room, verifies it, redacts it, and documents it, then hands you an export you control.

It also helps to picture who reaches for it. A partner running diligence on a small acquisition, an accounting practice preparing a records package for a lender, or an associate assembling exhibits all face the same chore, pulling scattered documents into one defensible set. The tool exists for that recurring chore. It does not care whether the deal is large or small, and it does not force you to build rooms constantly to justify its cost. You bring it out when a matter needs a package, run the index and checks, and set it aside until the next one.

A typical run looks like this. You finish gathering documents for a matter into one folder. You start the builder and let it index and check the set. You review the flagged list of anything missing, add what you can, and note what is still outstanding. Then you run the redaction pass and export the finished room with its manifest attached. What used to be a day of manual sorting, renaming, and blacking out becomes a review-and-confirm task. To see how the local data room builder fits alongside the rest of a practice’s work, the product page walks through each step in order.

How does the data room builder help a firm meet document-retention obligations?

Diligence packages are not one-time artifacts. The documents that go into a data room, and the record of what you shared, often have to survive long after the deal closes. Federal tax rules set concrete minimum retention periods for the business records that frequently land in a diligence set, and you can read them in the IRS guidance on how long to keep records. The Local Data Room Builder helps on both sides of that obligation by keeping an ordered index of what a matter contained and a manifest of what left the firm.

Start with the inputs. When the tool indexes a local folder, it produces a durable list of every document it saw, named and grouped. If a partner is later asked which financial statements, contracts, or tax filings were part of a transaction, that index is the answer. Because the pass runs on your own machine, the underlying files stay in your existing folder structure, so your normal retention schedule still governs them. Nothing is copied off to a third-party server that keeps its own clock.

Now the outputs. The share manifest is the retention record for the disclosure itself. It names each file included in the room and stands as evidence of exactly what was provided. If a question comes up years later about whether a document was handed over, you are not reconstructing it from memory or email threads. The manifest already says so, and a local data room builder writes it automatically as part of the export.

Retention also means knowing what to keep out. The redaction pass strips identifiers that do not belong in an external package, which keeps you from over-sharing sensitive data you are still obligated to safeguard. Verifying that required documents are present before you share means the record is complete when it is created, not patched together afterward. A data room builder that checks completeness up front produces a cleaner retention trail than a pile of loose files ever could.

Consider how this plays out in an audit or a dispute. A client or a regulator asks what a firm produced during a transaction two years earlier. Without a manifest, the answer is an afternoon of digging through drives and email, and even then it rests on memory. With one, the firm opens the record the tool wrote at export and reads off exactly which documents were shared and in what form. The index of the underlying folder backs it up by showing what the matter contained. That pairing, a manifest of what left and an index of what was held, is the kind of durable account a retention policy is meant to produce, and the tool builds it as a byproduct of ordinary use.

None of this replaces your firm’s own retention policy, and it should not. The tool is the record keeper, not the rule maker. What it gives you is a defensible account of each matter, an index of contents, a manifest of disclosures, and redacted copies that match what you actually sent. For firms serving legal & professional practices, that account is often the difference between a routine records request and a scramble. The tool does the bookkeeping so your retained files line up with the retention periods the IRS and your own governing bodies expect you to honor.

Is my data safe with the local data room builder, and where do the files actually live?

The short answer is that your files live where they already do, on your firm’s own machine, and the Local Data Room Builder does not add a cloud copy. It reads the local folder you point it at, builds the index and the redacted package in place, and hands you an export you control. There is no upload step to a hosted data-room service, which is the whole reason a practice wary of cloud-only tools would choose it.

That local-first design lines up with how regulators expect firms to handle sensitive records. The FTC Safeguards Rule requires many non-bank businesses, including professional practices that hold client financial data, to keep a written information security program with administrative, technical, and physical safeguards. You can read the requirement in the FTC Safeguards Rule guidance for business. Keeping deal documents on your own controlled machines, rather than scattering copies across external platforms, is a direct way to satisfy the physical and technical parts of that program.

The tool supports that program in a few concrete ways. It keeps a record of what it did, so you can show which files were indexed and redacted for a given matter. It applies redaction before anything is packaged for sharing, so identifiers are removed at the source rather than trusted to a recipient. And because a local data room builder never needs to phone home with your documents, the attack surface stays small. Fewer copies in fewer places is easier to defend than a sprawl of shared links.

Be clear about what safe does and does not mean here. The tool protects the packaging step. It does not manage who you ultimately send the export to, and it does not encrypt your whole disk for you. Those remain your responsibility under the security program you already run. What a local data room builder removes is the risk of a full second copy of a deal sitting on someone else’s servers with its own access controls and its own breach exposure.

It is also worth thinking about disposal, the other end of the data lifecycle. Sensitive documents you no longer need are a liability, not an asset, and a package sitting on an outside platform is harder to account for and to retire cleanly. Because the tool keeps the data room on your own machine, deleting or archiving it follows your normal disposal routine rather than a vendor’s. You are not chasing copies across shared links or trusting a service to purge its own storage on schedule. Keeping the whole lifecycle local, from indexing to disposal, means the firm can say with confidence where every copy of a deal package is and when it was retired, which is exactly the accounting a security program expects.

For a smaller firm, this is often the deciding factor. You get an indexed, verified, redacted data room without signing over custody of client files to a vendor. The manifest gives you an audit record. The redaction gives you data minimization. The local pass keeps the files inside the perimeter you already secure. If you want the specifics on how the workflow keeps documents in place from start to finish, the product page lays out the sequence and what stays on your machine at each stage.

How is this different from generic file-sharing or a document-management system?

Generic file-sharing tools and document-management systems are built to store and move files. They are good at folders, links, and permissions. What they do not do is understand whether a particular deal package is complete, redact the sensitive parts, or produce a record of exactly what you disclosed. The Local Data Room Builder starts where those tools stop. It treats a diligence set as a deliverable to be verified and documented, not just a folder to be shared.

A shared drive will happily let you send an incomplete or over-inclusive package. It has no idea that a required contract is missing or that a document still shows account numbers that should be blacked out. A local data room builder checks contents against your required-items list, flags gaps before you share, and runs a redaction pass so identifiers do not leave the building. That verification step is the difference between hoping a package is right and knowing it is.

The security posture differs too. Managing risk across cloud storage means trusting a vendor’s controls and tracking who has access to every link. The NIST Cybersecurity Framework organizes that work into functions like identify, protect, and detect, and you can read the overview of the NIST Cybersecurity Framework. Building the room locally shrinks the identify-and-protect problem, because there is one controlled copy on a machine you already secure, rather than shared links spreading across accounts you have to police.

There is also a cost and scope difference. A full document-management platform asks you to migrate your filing into its structure and pay for the whole system whether or not you build many data rooms. The tool sits on top of the folders you already keep and is priced per firm monthly or per individual data room. You do not rebuild your practice around it. You point it at a matter when you need a package and leave your day-to-day filing untouched.

The difference shows up most under pressure. When a deal is closing and documents are moving fast, a plain shared folder gives you no signal that something is wrong, an incomplete set or an unredacted page slips out and nobody notices until it matters. The tool front-loads the checks, so the completeness and redaction work happens before anything is shared rather than after a problem surfaces. That is the practical gap between a storage tool and a builder. One assumes the human got everything right and quietly moves the folder. The other verifies the set, flags what is missing, strips what should not leave, and writes down what it did. For a firm that only assembles diligence a few times a year, that verification is worth more than any amount of storage capacity.

The blunt version is this. File-sharing answers the question of how to move a folder. A data room builder answers the question of whether the folder is right to move in the first place, and it leaves you proof that it was. For firms in legal & professional practices that assemble diligence a few times a year rather than continuously, that focused scope beats paying for a heavyweight system that treats every folder the same. The tool does one job, verifying and packaging a deal set, and does it where your files already live.

What does the share manifest and redaction pass actually produce?

Two of the most useful outputs from the Local Data Room Builder are the share manifest and the redacted package, and it helps to know exactly what each one is. The manifest is a written record that names every document included in a data room. The redacted package is the set of files with sensitive identifiers removed, ready to hand to an outside party. Together they turn an ad-hoc folder into a deliverable you can stand behind.

Take the manifest first. When you export a room, the tool lists each file that made it into the package. That list is your record of disclosure. If a counterparty later asks whether a specific agreement or statement was provided, you check the manifest instead of trawling through email. Because a local data room builder writes the manifest as part of the export rather than as an afterthought, the record matches the package exactly. There is no gap between what you think you sent and what you actually sent.

The redaction pass is the safeguard that keeps a package shareable. Before a room goes out, the tool scans for sensitive content and blacks it out, so identifiers and account details do not travel with the documents. This is data minimization in practice, sending only what the other side needs to see. The FTC frames this discipline as scaling down and locking down the personal information you hold, and its plain-language advice is in the FTC guide to protecting personal information. Redacting at the source is exactly that discipline applied to a deal.

The verification step ties the two together. Before you ever reach the manifest, the tool checks the room against your required-items list and flags anything missing. That means the manifest describes a complete set, not a half-finished one, and the redaction pass runs over documents you have already confirmed belong. A local data room builder that checks completeness first produces cleaner outputs than a tool that simply packages whatever it is handed.

There is a workflow benefit worth naming too. Because the manifest and the redacted package are produced together in one pass, they cannot drift apart. You are never in the situation where the list says one thing and the files say another, which is a common failure when people assemble a package by hand and track its contents in a separate spreadsheet. The tool writes the record of what was included at the same moment it produces the included files, so the two always agree. That internal consistency is quiet but important. It is the difference between a package you merely assembled and one you can vouch for line by line, because the tool’s own record confirms exactly what went out the door.

What you end up with is a matter you can defend. An index of contents, a manifest of what left the firm, and redacted copies that match. If a dispute or a records request arrives months later, you are not reconstructing the story. The outputs already tell it. For a full walk-through of how the manifest and redaction fit into the build sequence, the product page shows the steps from pointing at a folder to exporting the finished, documented room.

Attributes Value
Deployment

On-Premises

Platform

Windows

License Type

Subscription

Billing Period

Monthly

Target Customer

Law Firms

Free Trial

Yes

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