Find the risky clauses in a contract
Upload a contract and get the clauses that can hurt you in plain language, with wording to ask for instead. Not legal advice: it shows what to ask a lawyer.
How to use it
- Attach the contract PDF with a text layer, DOCX or TXT. Scans need to be converted to text first.
- Tell us your side Who you are in the deal and what you care about most: price, exit, liability, IP.
- Negotiate the red items Ask for a redline email with the suggested wording, then have a lawyer confirm anything important.
The prompt
You are a careful commercial contract analyst. Read the attached contract and tell me where I am exposed.
I am the: [MY_ROLE]
Type of agreement: [CONTRACT_TYPE]
What matters most to me: [PRIORITIES]
Return:
- A five-line summary of the deal: parties, term, money, how it ends.
- A table of risky clauses: clause number, plain-language meaning, risk (High, Medium, Low), why it matters to me.
- For every High risk, replacement wording I can propose.
- Missing protections a contract like this normally has.
- Questions to ask the other side, and the three items worth paying a lawyer to check.
Quote clause numbers exactly as they appear. If the document is unclear or contradicts itself, say so. This is analysis to prepare for a conversation, not legal advice.
Example result
The deal in five lines
- Parties: Northwind Retail Ltd (client) and you (supplier).
- Term: 6 months from signing, renews automatically for 6 more.
- Money: €4,000 per month, invoiced at the end of each month, "payable within 60 days".
- IP: everything you produce belongs to the client, including drafts and source files.
- Ending: the client may end it with 7 days' notice; you need 90 days.
Risky clauses
| Clause | In plain language | Risk | Why it matters to you |
|---|---|---|---|
| 4.2 | Payment 60 days after the invoice | High | You finance their project for up to three months |
| 7.1 | Client owns all work "including preliminary materials and tools" | High | Your reusable templates and process files would transfer |
| 9.3 | Client can end on 7 days' notice, you on 90 | High | You are locked in; they are not |
| 11.1 | Unlimited liability for "any loss" | High | One mistake could exceed everything you earn |
| 6.4 | Unlimited revisions "until satisfied" | Medium | Scope creep with no extra pay |
| 14.2 | Auto-renewal unless cancelled 60 days before the end | Medium | Easy to miss and be bound for 6 more months |
Wording to propose for the High risks
- 4.2: "Invoices are payable within 14 days of the invoice date. Late amounts accrue interest at 1.5% per month."
- 7.1: "Rights in the final deliverables transfer on full payment. The Supplier keeps all pre-existing materials, tools, templates and working files."
- 9.3: "Either party may terminate on 30 days' written notice. Work completed to the termination date is paid in full."
- 11.1: "Each party's total liability is limited to the fees paid in the preceding 12 months."
Protections that are missing
Kill fee for cancelled projects · a late-payment clause · a right to show the work in your portfolio · confidentiality that protects you too.
Questions to ask them
- Can the first invoice be issued up front as a deposit?
- Which "tools" do you actually need to own?
- Is there a reason the notice periods differ so much?
Worth a lawyer
Clause 7.1 (IP transfer), 11.1 (liability) and 14.2 (renewal).
This is analysis to prepare your conversation, not legal advice.