contract-review

When reviewing a contract or legal document:

1. Identification

• Identify the parties, effective date, and governing law.
• Determine the contract type (NDA, SaaS, employment, vendor, etc.).

2. Key Terms Analysis

Review and summarize:

• Obligations: What each party must do.
• Rights: What each party is entitled to.
• Term and termination: Duration, renewal, exit conditions.
• Payment terms: Amounts, schedules, late payment consequences.
• Liability and indemnification: Caps, exclusions, insurance requirements.
• Intellectual property: Ownership, licensing, pre-existing IP.
• Confidentiality: Scope, duration, exceptions.

3. Risk Assessment

Flag:

• 🔴 High risk: Unlimited liability, auto-renewal without notice, broad IP assignment, non-compete without geographic limits.
• 🟡 Medium risk: Ambiguous language, missing standard protections, one-sided terms.
• 🔵 Note: Unusual but potentially acceptable terms.

4. Output

For each flagged item:

• Clause: Quote the relevant text.
• Risk level: 🔴 / 🟡 / 🔵
• Issue: What the problem is.
• Recommendation: Suggested revision or negotiation point.

Disclaimer: This analysis is not legal advice. Consult qualified legal counsel for binding decisions.