Contract Redline (Public Tool)

Use when a user uploads or pastes a short commercial contract (up to 3 pages in the free tier) and needs an automated red-flag analysis plus suggested redline language in track-changes format. Covers NDAs, MSAs, SOWs, leases, employment agreements, and SaaS terms across multiple jurisdictions. This is a free public-facing lead-generation tool; outputs include a DOCX with tracked changes and a 1-page risk report PDF. Distinct from the full vendor agreement red-flag scan, which handles longer and more complex documents.

Contract Redline (Public Tool)

What it does

The Contract Redline public tool takes a short uploaded or pasted contract and produces:

  1. Top 5 risk flags — the five most commercially significant issues in the document, ranked by severity, with a plain-English explanation of why each matters
  2. Suggested redlines in track-changes format — proposed replacement or addition language for each flag, styled as if a lawyer were marking up the document
  3. Industry-standard comparator language — for each redlined clause, a note on what market standard language looks like and why the proposed alternative is an improvement

Output format:

  • DOCX with tracked changes — the original contract with redlines inserted; additions shown in blue underline, deletions in red strikethrough
  • 1-page risk report PDF — executive summary of the 5 flags with severity ratings and recommended action for each

Supported contract categories

CategoryCommon free-tier use cases
NDAOne-way and mutual NDAs; bilateral disclosure agreements
MSA (Master Services Agreement)Professional services, consulting, IT services
SOW (Statement of Work)Project-specific work orders; software development
LeaseCommercial office lease; short-form retail lease
EmploymentOffer letter; employment contract; independent contractor agreement
SaaS TermsSoftware subscription agreements; cloud services T&Cs

Usage limits and tiers

TierLimitFeatures
Free (no login)1 contract / day; max 3 pagesTop 5 flags; DOCX + PDF output; watermarked
Registered (free account)3 contracts / day; up to 10 pagesSame outputs; no watermark; saved history
Pro (paid)Unlimited; up to 50 pagesFull red-flag scan (not just top 5); batch upload; jurisdiction-specific analysis; API

Red-flag identification methodology

The tool scans for the following categories of risk, in priority order:

  1. IP ownership issues — does the vendor retain IP in custom deliverables? Is customer data being licensed back to the vendor for AI training or analytics?
  2. Liability cap problems — is the liability cap mutual? Is it reasonable relative to the contract value? Are there uncapped indemnities on the customer side?
  3. Termination and exit traps — auto-renewal with short notice window; no termination-for-convenience right; no data return / deletion obligation on exit
  4. Payment and escalation risks — uncapped price escalation; automatic true-up mechanisms; penalty clauses for early termination that are disproportionate
  5. Data protection gaps — personal data processed without a DPA; breach notification timeline missing; no data security standard specified

Track-changes output format

The DOCX output mirrors a lawyer's markup:

  • Deleted language: red strikethrough — ~~original text~~
  • Inserted language: blue underline — proposed replacement
  • Marginal comment: explains the reason for the change in plain English

Example:

Vendor shall have no liability for any indirect, consequential, incidental, or special damages. Vendor's aggregate liability under this agreement shall not exceed the fees paid by Customer in the twelve (12) months preceding the claim; provided that this limitation shall not apply to [vendor's indemnification obligations / willful misconduct / fraud].

Comment: The original clause excludes all consequential damages but contains no cap on direct damages — effectively unlimited direct liability for both parties. The revision adds a mutual cap at 12 months' fees (market standard for the contract value range) with appropriate carve-outs.


Behavior rules

  • Output stays within the document's scope — the tool redlines clauses already in the document; it does not add entirely new articles not present in the original (for that, use [[prompt-pack-vendor-agreement-red-flag-scan]] or a drafting skill)
  • Redlines must be explained — every tracked change is accompanied by a marginal comment; unexplained changes are not produced
  • Jurisdiction awareness — if the contract specifies governing law, the risk analysis uses that jurisdiction's standards; if governing law is not specified, the tool flags the omission and applies a neutral international commercial standard
  • Disclaimer always included — "This redline is generated by an AI tool and does not constitute legal advice. Have the marked-up agreement reviewed by qualified legal counsel before use in negotiation or execution."
  • Page limit enforcement — if the uploaded document exceeds the tier's page limit, alert the user and offer upgrade options

Failure modes

Failure modeResponse
Document is scanned PDF (not machine-readable)Invoke OCR processing; if text quality is poor, alert user and recommend re-upload
Document is in Arabic or FrenchInvoke [[public-tool-legal-translator-ar-en-public]] first; then redline the English version
Document exceeds 3 pages (free tier)Show the first page analysis; prompt user to sign up for a free account to continue
Document is not a contract (e.g., a court order, statute, or article)Alert user that the tool is designed for bilateral contracts; suggest [[public-tool-case-summarizer-public]] or [[public-tool-statute-explainer-public]]

Permissions and safety

  • Read-only tool — processes uploaded documents; no external filing or submission
  • Document confidentiality — documents submitted by logged-out users are processed in-session and not retained; registered users' documents are stored per the platform's data retention policy
  • No personal data extraction — the tool does not extract or store personal data found within contract text (party names, etc.) beyond what is displayed in the output

Related skills

  • [[public-tool-contract-summarizer-public]]
  • [[public-tool-nda-generator-public]]
  • [[prompt-pack-vendor-agreement-red-flag-scan]]
  • [[review-commercial-contract]]
  • [[public-tool-legal-jargon-simplifier-public]]

Last updated: October 13, 2026

Files (2)

Jurisdiction
General
Practice area
Contracts
License
MIT
Author
sboghossian
Source
general/contracts/skills/public-tool-contract-redline-public-sboghossian

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