Contract Analyzer - Risk Detection and Key Terms | Founder OS

Contract Analyzer

Analyze contracts to extract key terms across seven categories, detect legal risks with Red/Yellow/Green classification, and compare clauses against standard freelancer and agency benchmarks.

What Does Contract Analyzer Do?

The Contract Analyzer reads legal documents in PDF, DOCX, Markdown, or plain text format and produces a structured analysis report. It auto-detects the contract type (Service Agreement, NDA, Freelance, Agency, Employment), identifies standard sections, extracts key terms across seven categories, and flags legal risks using a RAG (Red/Amber/Green) classification system. The output is plain English designed for founders, not lawyers -- every risk flag includes a concrete explanation and a suggested counter-proposal.

Two commands serve different analysis depths. Use analyze for a standalone risk assessment of any contract. Use compare when you want to evaluate the contract against standard freelancer and agency benchmarks, producing a term-by-term deviation report with specific counter-proposal language for every clause that falls outside acceptable ranges.

Both commands include a disclaimer that the analysis is informational only and does not constitute legal advice. When Red flags are detected, the recommendation is always to consult a qualified attorney before signing.

Analyses are recorded in the Founder OS HQ - Deliverables database with Type = "Contract" when Notion is connected. If Notion is unavailable, the full analysis is displayed in your terminal.

Required Tools

Tool Required Purpose
Filesystem Yes Read contract files from local storage
Notion CLI No Save analysis results to HQ Deliverables database

Commands

/founder-os:contract:analyze

What it does -- Reads a contract file, detects the contract type, identifies its structure, extracts key terms across seven categories (Payment, Duration/Renewal, IP, Confidentiality, Liability, Termination, Warranty), runs a completeness checklist, and detects legal risks with RAG severity classification. Produces a detailed analysis report with risk flags, checklist gaps, and prioritized recommendations.

Usage:

/founder-os:contract:analyze [file-path]

Example scenario:

A new client sends you a service agreement PDF. Before signing, run /founder-os:contract:analyze ~/Documents/acme-service-agreement.pdf. The analysis detects it is a Service Agreement, extracts Net-60 payment terms and a one-sided indemnification clause, and flags two Red risks: unlimited liability and no pre-existing IP carve-out. The recommendations section gives you specific counter-proposal language to bring to the negotiation.

What you get back:

A structured report showing the contract type, parties, overall risk level (Red/Yellow/Green), a key terms table with extracted details and status indicators for all seven categories, a risk flags table with severity, category, clause excerpts, and mitigation suggestions, a checklist of any missing standard sections, and prioritized recommendations with Red items first.

Flags:

  • If no file path is provided, you are prompted for one.

Supported formats: PDF, DOCX, MD, TXT


/founder-os:contract:compare

What it does -- Performs the full analysis from analyze, then compares every extracted term against a standard-terms reference to identify deviations. For each deviation, the report shows what the contract says, what the standard says, how they differ, the severity of the deviation, and a specific counter-proposal to negotiate toward the standard. You can supply your own custom standards file to tailor the benchmarks to your business.

Usage:

/founder-os:contract:compare [file-path] [--standards=PATH]

Example scenario:

You are reviewing an agency retainer agreement and want to see how its terms compare to industry norms. Run /founder-os:contract:compare contracts/agency-retainer.pdf. The comparison reveals the contract's liability cap is set at $1,000 on a $50,000 engagement (Yellow deviation), the non-compete is 36 months worldwide (Red deviation), and the payment terms are Net-90 with no late penalty (Yellow). Each deviation comes with counter-proposal language you can send directly to the other party.

What you get back:

Everything from analyze, plus a term-by-term comparison table showing Contract Terms vs. Standard Range with deviation descriptions and severity for all seven categories. A separate Deviations from Standard table provides detailed counter-proposal language for every non-Green deviation. Risk flags from the standalone analysis are merged with comparison-based flags. The higher severity is preserved when both analyses flag the same clause.

Flags:

  • --standards=PATH -- Path to a custom standard-terms file. Default: built-in freelancer/agency benchmarks. This lets you define your own acceptable ranges for payment terms, liability caps, non-compete durations, and other contract elements.

What Seven Categories Does Contract Analysis Extract?

Category What Gets Extracted
Payment Total amount or rate, payment schedule, currency, late penalties, expense terms
Duration / Renewal Start date, end date, auto-renewal provisions, notice periods
IP Ownership assignment, work-for-hire status, pre-existing IP carve-outs, license grants
Confidentiality Definition scope, survival period, exclusions, mutual vs. one-way obligations
Liability Liability caps, indemnification (mutual vs. one-way), consequential damages exclusions
Termination For-cause and for-convenience provisions, notice periods, cure periods, post-termination obligations
Warranty Representations, disclaimers, warranty periods, remedies for breach

How Does Risk Classification Work?

Every flagged clause is classified into one of three severity tiers:

Tier Meaning Examples
Red Could cause significant financial or legal harm. Consult a lawyer. Unlimited liability, one-sided indemnification, perpetual IP assignment, pay-when-paid clauses
Yellow Deviates from standard practice. Review carefully before signing. Vague payment terms, broad non-solicitation, auto-renewal without clear opt-out
Green Standard, balanced clause. No modification needed. Mutual indemnification, Net-30 payment terms, 30-day termination notice

The overall risk level is Red if any Red flag exists, Yellow if any Yellow flag exists with no Red flags, and Green when all clauses are standard.

Contract Types Detected

Type Primary Signals
Service Agreement "scope of work", "deliverables", "service provider"
NDA "non-disclosure", "confidential information", "receiving party"
Freelance Contract "independent contractor", "1099", "own tools and equipment"
Agency Agreement "agency of record", "retainer", "creative services"
Employment Contract "salary", "benefits", "at-will", "employee"
Other Default when signals are ambiguous

Tips & Patterns

  • Run analyze first on any contract you receive. It takes seconds and might catch something that saves you thousands.
  • Use compare before signing to see exactly how the contract's terms differ from industry standards. The counter-proposal language is ready to copy into your response.
  • Create custom standards with --standards=my-terms.md if your business has specific requirements (e.g., you always need Net-30, your liability cap must match contract value, your IP must include a portfolio-use carve-out).
  • Every analysis includes a disclaimer -- this is not legal advice. When Red flags appear, the recommendation is always to consult a qualified attorney.
  • Analyses are saved to Notion with the Company relation set automatically when a contract party matches a company in your CRM.
  • Proposal -- Proposals define the scope, pricing, and terms that contracts formalize. Analyze the final contract against your original proposal to ensure nothing was changed unfavorably.
  • Invoice -- Contract payment terms define what invoices should look like. When you process invoices, the extracted payment terms from contract analysis provide the benchmark.
  • Health -- Contract disputes or unfavorable terms can explain declining client health scores. Review the contract when a client relationship shows signs of strain.