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📄Sample Freelance Agreement.pdf
60
1 High3 Medium11 Total
High RiskIndemnification

"The Contractor shall indemnify, defend, and hold harmless Client from any and all claims..."

✏️ Suggested counter-language

"Indemnification limited to claims arising from Contractor's gross negligence or willful misconduct. Cap: 1× fees paid."

📋 Copy
🔴 Must change🔽 Soften🔼 Push harderWithdraw
✉️ Draft email to counterparty
DiplomaticDirectSenior

Hi Acme team,

Thanks for sending over the agreement. I'd love to discuss a few items before we move to signature.

1. Indemnification — [counter-language]

📝What to ask the other side · 3 suggestions
Draft email
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High RiskIndemnification

"The Contractor shall indemnify, defend, and hold harmless Client from any and all claims..."

✏️ Suggested counter-language

"Indemnification limited to claims arising from Contractor's gross negligence or willful misconduct. Cap: 1× fees paid. Excludes claims caused by Client's actions."

📋 Copy
Counter-language

Every risky clause comes with exact counter-language

We don't just flag indemnification. We draft what you should ask for instead — in language ready to copy into your reply. ChatGPT requires you to write the prompt for this; we do it automatically for every flagged clause.

✉️ Draft email to counterparty
DiplomaticDirectSenior

Hi Acme team,

Thanks for sending over the MSA. I've had a chance to review it and wanted to flag a few items I'd love to discuss before we move to signature.

1. Indemnification (§12) — [counter-language]

2. Payment terms (§4) — [counter-language]

...

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Three tones. One click. Email ready to send.

Pick the tone that matches your relationship — diplomatic for the first round, direct when you know each other, senior when you're confident. We assemble all your asks into a ready-to-send email. No prompt writing, no copy-pasting between tabs.

Medium RiskPayment Terms
p. 4

"Payment due within 60 days of invoice. Client reserves right to withhold disputed amounts..."

🔴 Must change ▾🔽 Soften🔼 Push harderWithdraw this ask
Refinement controls

Refine each ask before you send

Soften an indemnification request when you want to preserve the relationship. Push harder on the kill fee when you've earned the leverage. Withdraw asks you've decided to concede. Every adjustment saves to your account — your negotiation, your way.

!Against your standards

🚫 Net 60 exceeds your Net 30 maximum

Your standard: Net 30Detected: Net 60
Medium RiskPayment Terms

"Payment due within 60 days of invoice receipt..."

Custom Playbook

Define your standards once — applied to every contract

Set your baseline: max payment terms, minimum kill fee, non-compete limits, indemnification caps. Every future contract review is automatically compared against your standards, with violations highlighted above the regular risk flags. Your playbook stays saved — no re-prompting, no setup, no context lost.

Perspective

Rated from YOUR side of the table

Every clause analyzed from the perspective of the person being asked to sign — not the company sending it. Your kill fees and late-payment interest are protections, rated low risk. Their broad indemnification is exposure, rated high. The framing matters, and we're the only AI contract tool built around it.

Trained on the 30 most consequential contract clauses

From auto-renewal traps to IP assignment, indemnification, non-competes, and 26 more. Every contract gets scored against the full list.

IP Assignment
Perpetual Usage Rights
Non-Compete
Non-Solicitation
Indemnification
Limitation of Liability
Auto-Renewal
Termination Clause
Governing Law & Jurisdiction
Arbitration / Dispute Resolution
Confidentiality / NDA Terms
Payment Terms
Scope of Work / Deliverables
Change Order Process
Exclusivity
Force Majeure
Data Privacy & Processing
Assignment of Contract
Warranty Disclaimers
Entire Agreement Clause
Amendment Process
Audit Rights
Insurance Requirements
Subcontracting Restrictions
Liquidated Damages
Publicity / Use of Name
Most Favored Nation (MFN)
Non-Disparagement
Survival Clause
Penalty Interest / Late Fees

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ClauseCheck is not a law firm and does not provide legal advice. Our AI analysis is for informational purposes only and does not constitute legal advice. Always consult a qualified attorney for legal matters.