Translate this contract clause into plain English so I know exactly what I'm agreeing to. Highlight any risk I'm taking on.
CONTRACT TYPE: {employment / consulting / service / lease / MSA / SaaS_terms / partnership}
MY ROLE: {employee / contractor / customer / vendor / landlord / tenant}
CLAUSE TEXT (paste verbatim): {paste}
WHAT I THINK IT MEANS: {your_guess}
WHAT'S AT STAKE if I'm wrong: {your_real_concern}
OUTPUT:
1. **Plain-English translation** — what this clause says, in one paragraph.
2. **My actual obligations** — what I have to DO (or NOT do) because of this.
3. **Their actual rights** — what THEY can do because of this.
4. **The 'this could bite me' scenarios** — 2-3 concrete situations where this clause hurts me.
5. **What you'd negotiate** — what to push back on, what to accept.
6. **The 'industry standard'** read — is this clause normal or aggressive?
7. **What's NOT covered by this clause** — be explicit about gaps that could still hurt you.
DISCLAIMER: This is plain-English explanation, not legal advice. Final review by a lawyer is recommended for high-stakes contracts.0 copies·0 saves·1 views
183 words·1,104 chars
Sample output
Contract type: Consulting Services Agreement. My role: independent consultant. Clause: 'Consultant agrees to indemnify, defend, and hold harmless Client from and against any and all claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to Consultant's performance under this Agreement, including but not limited to claims of intellectual property infringement, negligence, or breach of this Agreement.'
Guess: 'I have to defend them if something goes wrong with my work.' Concern: I'm a solo consultant; the liability could be catastrophic.
Disclaimer: Plain-English explanation only. For consulting contracts at any meaningful dollar value, get a lawyer to review.
1. Plain-English translation:
If anyone sues your client over something connected to your work — claiming you stole IP, that your work was negligent, or that you broke any part of this contract — you (the consultant) personally have to pay for the client's lawyers AND any money they have to pay out, including settlement or judgment costs.
2. Your actual obligations:
3. Their rights:
4. 'This could bite me' scenarios:
Scenario A: A third party claims your work infringes their IP. Even if the claim is baseless, the client's legal defense to dismiss it can cost $50K-$200K. You owe that immediately. You may not even be sued yourself — the client is being sued, and you're paying for their defense.
Scenario B: A bug in code you wrote causes a downstream outage. Client frames it as 'negligence.' You're now responsible for whatever damages the outage caused to THEIR business AND any of THEIR customers who sue them. This could be 50x your project fee.
Scenario C: Client interprets a deliverable as breaching the contract. Triggers indemnification. You're paying for the dispute over whether you actually breached.
5. What to negotiate:
Push back on these:
Acceptable to keep:
6. Industry standard read:
This specific clause is aggressive for solo consultants.
Standard for solo consultants: indemnification capped at 1x fees received, limited to gross negligence + willful IP infringement.
Standard for large vendor-to-enterprise: uncapped indemnification for IP infringement is normal, BUT large vendors carry insurance.
Your case (solo consultant): uncapped indemnification is dangerous. The client knows this. They're hoping you'll sign without negotiating.
7. What's NOT covered (gaps to be aware of):
Bottom line: do not sign this clause as written without (a) a cap, (b) carve-outs for non-IP, non-gross-negligence claims, and (c) a right to control the defense.
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FAQ
If a client refuses to cap indemnification or refuses E&O insurance carve-outs for a project worth less than $100K, walk away. The clause they're insisting on is asymmetric to the dollar value of the work. The prompt targets ChatGPT (GPT-4) and lives in the Personal & Career category on mycopyprompt.
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