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| Clause | Risk Level | Plain-English Trap Warning | Copy-Paste Counter-Redline Wording | Action |
|---|---|---|---|---|
| Section 4.2 — Silent 90-Day Evergreen Auto-Renewal Trap | Critical Trap | If you miss the 90-day window by 1 day, you are legally locked in for 2 more years at whatever new rate they set. | "Either party may terminate or decline renewal by providing thirty (30) days' written or email notice prior to the end of the Initial Term; any renewal term shall be month-to-month unless mutually executed in writing." | |
| Section 8.1 — One-Sided Uncapped Liability & Indemnification | Critical Trap | Exposes your personal or company bank account to unlimited legal fees and lost-profit claims even for minor disputes. | "Each party's total aggregate liability under this Agreement shall not exceed the total fees paid in the twelve (12) months preceding the claim, and neither party shall be liable for indirect, punitive, or consequential damages." | |
| Section 11.4 — Uncapped Expense Pass-Through / CAM / Price Escalation | High Risk | Allows surprise 15%–40% bill spikes mid-contract with zero cap or audit rights. | "Annual fee or operating expense increases shall be strictly capped at three percent (3%) per calendar year and shall exclude structural capital expenditures and executive overhead." | |
| Section 14.1 — Broad IP Assignment of Pre-Existing Work & Tools | High Risk | Could legally transfer ownership of your pre-existing code, templates, or side projects to the other party. | "Pre-Existing IP, background tools, and general know-how owned prior to or developed independently of this Agreement shall remain the sole property of Creator, subject only to a non-exclusive license for the final paid Deliverable." | |
| Section 17.3 — Unilateral Termination Without Cure Period | Moderate | They can cancel tomorrow and keep your deposit/prepayment while you have zero right to cure or exit. | "Either party may terminate for material breach upon fifteen (15) days' written notice if such breach remains uncured, or for convenience upon thirty (30) days' notice with a pro-rata refund of any unearned prepaid fees." |
Commercial Retail & Office Lease (NNN)Risk 84B2B Master Services Agreement (MSA)Risk 79Residential Apartment Lease AgreementRisk 76Executive & Tech Employment Offer LetterRisk 81Employee Non-Compete & Non-SolicitRisk 88Layoff Severance & General ReleaseRisk 86Mutual & One-Way Non-Disclosure (NDA)Risk 721099 Independent Contractor AgreementRisk 82Enterprise SaaS Subscription & Auto-RenewalRisk 85Commercial & Residential SubleaseRisk 78Franchise Agreement & Territory ClauseRisk 91AIA Construction & Subcontractor ContractRisk 89Real Estate Purchase & Escrow ContractRisk 77Creator & Influencer Brand Deal ContractRisk 83Software Dev Statement of Work (SOW)Risk 80IP & Invention Assignment Agreement (PIIA)Risk 87Commercial Equipment & Fleet LeaseRisk 84Physician & Clinician Employment ContractRisk 88Event & Wedding Venue Cancellation ContractRisk 75Landlord Property Management AgreementRisk 81Multi-Member LLC Operating AgreementRisk 85YC SAFE & Seed Term Sheet Side LetterRisk 79Artist Recording & Sync Licensing DealRisk 90Author Publishing & Royalty AgreementRisk 82Advisory & Consulting Retainer ContractRisk 74Healthcare HIPAA BAA AgreementRisk 83EU GDPR Data Processing Addendum (DPA)Risk 81Triple-Net (NNN) CAM & HVAC Pass-ThroughRisk 88Confidential Contract Redaction & AuditRisk 73Full Legal Redline vs. $450/hr AttorneyRisk 85