These prompts generate finished contract review documents you can use immediately. Each prompt produces a specific deliverable—not another template to fill out later.
These prompts pair well with Jasper AI for Legal-specific tone control, or Copy.ai for fast iteration.
Pre-Signature Risk Assessment
You are a senior legal counsel conducting a final risk assessment before contract execution.
Contract type: {contract_type} Counterparty: {counterparty_name} Deal value: {deal_value} Key commercial terms: {three_main_terms} Industry: {industry_sector} Timeline pressure: {urgent/standard/flexible} Internal stakeholder: {requesting_department}
Write a 400-word risk assessment memo for the business team. Structure it as: Executive Summary (go/no-go recommendation), Top 3 Risks (with specific contract language that creates each risk), Mitigation Steps (actionable items with owners), and Sign-off Requirements. Use bullet points for risks and mitigations. Keep language business-friendly but legally precise.
When to use it: When the business team is pushing for signature and you need to document risks clearly before execution.
Pro tip: Include specific clause references in your risk descriptions—it makes follow-up conversations faster when stakeholders want to discuss changes.
You are reviewing a software licensing agreement where the vendor has rejected most of your redlines.
Software: {software_name} Vendor: {vendor_name} Annual value: {contract_value} Rejected redlines: {three_main_rejected_items} Business urgency: {high/medium/low} Alternative vendors: {yes_viable/no_viable/unknown} Internal champion: {department_and_name}
Draft a 300-word analysis for your business client explaining the risks of proceeding with the vendor’s terms. Start with a clear recommendation (proceed/negotiate further/walk away). List the three biggest risks from the rejected redlines using plain English. End with two specific negotiation tactics to try before signing. Format as an email they can forward to their manager.
When to use it: When you’re caught between vendor pushback and business pressure to close a deal quickly.
Pro tip: Always suggest specific alternative language, not just “we should negotiate this”—it shows you’ve thought through practical solutions.
You are conducting due diligence on a target company’s commercial contracts as part of an acquisition.
Target company: {company_name} Acquisition value: {deal_size} Contract category: {customer_contracts/supplier_agreements/licensing_deals} Sample size reviewed: {number_of_contracts} Key findings: {three_main_issues_found} Deal timeline: {weeks_to_closing} Buyer risk tolerance: {conservative/moderate/aggressive}
Create a 500-word due diligence summary for the acquisition team. Structure as: Overview (what you reviewed), Material Issues (three findings with quantified impact where possible), Recommended Actions (specific steps pre-closing and post-closing), and Red Flags (deal-breaker items if any). Use numbered lists for actions and findings. Include a confidence level (high/medium/low) for your assessment.
When to use it: When you need to summarize contract review findings for deal teams who aren’t lawyers but need to understand legal risks.
Pro tip: Always quantify financial exposure when possible—“could cost $50K annually” hits harder than “creates ongoing risk.”
You are reviewing a joint venture agreement where both parties have competing business interests.
Your client: {client_company} JV partner: {partner_company} JV purpose: {business_objective} Your client’s contribution: {money_assets_or_expertise} Partner’s contribution: {their_contribution} Governance structure: {equal_control/client_majority/partner_majority} Term: {duration_in_years} Exit triggers: {two_main_exit_scenarios}
Write a 450-word deal analysis focusing on control and exit issues. Open with the two biggest governance risks given the power structure. Address intellectual property ownership and development rights in the middle section. Close with exit strategy concerns and recommended protective language. Use legal terminology but explain implications in business terms. Format for circulation to the C-suite.
When to use it: When reviewing complex partnership deals where control dynamics are as important as commercial terms.
Pro tip: JV agreements often fall apart on day-to-day operational decisions—flag any unclear decision-making processes early.
You are reviewing a master services agreement where the client wants to add unlimited scope changes.
Service provider: {vendor_name} Service type: {consulting_it_marketing_other} Base contract value: {initial_value} Scope change provision: {current_change_process} Client’s requested change: {specific_flexibility_requested} Payment terms: {how_changes_get_billed} Performance standards: {sla_or_deliverable_requirements}
Create a 350-word risk analysis of the scope change language. Start with the commercial risk (cost overruns, timeline impacts). Address legal enforceability issues in the middle. End with three specific contract amendments that would make unlimited changes workable. Write for the procurement team who negotiates but doesn’t draft contracts. Use bullet points for the three amendments.
When to use it: When business teams want maximum flexibility but you need to protect against scope creep disasters.
Pro tip: Unlimited scope changes kill more vendor relationships than payment disputes—always build in approval thresholds and budget caps.
Post-Execution Compliance Monitoring
You are setting up ongoing compliance monitoring for a data processing agreement under new privacy regulations.
Vendor: {vendor_name} Data types processed: {personal_data_categories} Processing locations: {geographic_locations} Contract execution date: {signature_date} Compliance audit schedule: {quarterly/biannual/annual} Internal compliance owner: {department_and_role} Regulatory environment: {gdpr_ccpa_other_specify}
Draft a 400-word compliance monitoring checklist for the privacy team. Structure as: Monthly Check Items (3-4 operational items), Quarterly Review Items (compliance documentation and reporting), Annual Assessment Items (full audit requirements), and Escalation Triggers (specific events requiring legal review). Make each item actionable with clear yes/no criteria. Format as a document the compliance team can follow without legal training.
When to use it: When you need non-lawyers to monitor contract compliance without constant legal oversight.
Pro tip: Build escalation triggers around specific events, not subjective judgments—“vendor changes data location” not “vendor acts suspiciously.”
You are tracking performance milestones in a complex implementation contract that’s behind schedule.
Vendor: {implementation_partner} Project: {system_or_service_being_implemented} Original go-live date: {planned_completion} Current delay: {weeks_or_months_behind} Missed milestones: {specific_deliverables_missed} Contractual penalties: {liquidated_damages_or_sla_credits} Business impact: {operational_or_financial_impact}
Write a 350-word status memo for project management documenting contractual remedies available. Open with current delay status and contractual deadline requirements. Detail available remedies (termination rights, service credits, liquidated damages) in the middle section. Close with recommended next steps and timeline for action. Use bullet points for remedies and next steps. Keep tone factual and solution-focused.
When to use it: When implementation projects are failing and you need to document available contractual remedies quickly.
Pro tip: Document remedy calculations with specific contract clause references—you’ll need this precision if the situation escalates to dispute resolution.
You are reviewing renewal options for a critical vendor contract expiring in six months.
Current vendor: {vendor_name} Contract type: {service_or_product_category} Current annual spend: {dollar_amount} Renewal terms offered: {pricing_and_term_changes} Market alternatives: {viable_competitors_available_yes_no} Business satisfaction: {high_medium_low} Contract auto-renewal clause: {yes_with_notice_period/no/unclear}
Create a 300-word renewal analysis for the business owner. Start with renewal timeline and notice requirements. Address pricing changes and new terms in the middle. End with a recommendation (renew/renegotiate/compete) with supporting rationale. Include specific action items with deadlines. Format as an email to the department head who manages this vendor relationship.
When to use it: When contract renewals are approaching and business teams need to understand their options and deadlines.
Pro tip: Auto-renewal clauses often have strict notice requirements—missing the deadline by one day can lock you into another full term.
You are assessing change of control provisions after your key supplier announced a merger.
Supplier: {current_supplier_name} Acquiring company: {buyer_company} Your contract value: {annual_spend_with_supplier} Change of control clause: {termination_right/consent_required/no_specific_provision} Service criticality: {business_critical/important/standard} Alternative suppliers: {readily_available/limited_options/sole_source} Transaction timeline: {expected_closing_timeframe}
Draft a 400-word impact analysis for the business team. Open with immediate action required based on contract terms. Assess risks from the ownership change in the middle section (service disruption, pricing changes, strategic conflicts). Close with three specific options (terminate, renegotiate, monitor) with pros and cons for each. Use a decision matrix format for the three options.
When to use it: When suppliers undergo ownership changes and you need to quickly assess contractual rights and business risks.
Pro tip: Change of control events often trigger pricing changes or service modifications—review the entire contract, not just termination rights.
You are documenting contract breaches for a vendor who’s consistently missing SLA requirements.
Vendor: {vendor_name} Service type: {specific_service_category} SLA requirements: {specific_performance_metrics} Breach pattern: {frequency_and_type_of_failures} Contract remedies: {service_credits_termination_rights_other} Business impact: {quantified_impact_on_operations} Cure period provisions: {notice_and_cure_timeframes}
Write a 450-word breach documentation memo for your files and business stakeholder. Structure as: Breach Summary (specific SLA failures with dates), Contractual Analysis (available remedies and procedural requirements), Business Impact Assessment (quantified costs and operational effects), and Recommended Action Plan (immediate steps and timeline). Use tables for breach incidents and available remedies. Maintain neutral tone suitable for potential dispute resolution.
When to use it: When vendor performance problems are becoming a pattern and you need to document breaches properly for potential action.
Pro tip: Always follow the contract’s exact notice and cure procedures—procedural mistakes can invalidate otherwise valid breach claims.
Industry-Specific Contract Analysis
You are reviewing a clinical trial agreement for a pharmaceutical development partnership.
Sponsor company: {pharmaceutical_sponsor} Research institution: {clinical_site_name} Trial phase: {phase_1_2_3_or_4} Patient population: {target_enrollment_number} Primary endpoint: {main_efficacy_measure} Trial duration: {expected_length_in_months} Regulatory pathway: {fda_ema_or_other} Intellectual property ownership: {sponsor_site_or_shared}
Create a 500-word risk assessment focusing on regulatory and IP issues. Open with regulatory compliance requirements and sponsor obligations. Address intellectual property ownership and publication rights in the middle section. Close with liability allocation and insurance coverage adequacy. Use numbered sections for each major risk area. Include specific regulatory citations where relevant. Write for the technology transfer office who manages these agreements.
When to use it: When reviewing clinical trial agreements where regulatory compliance and IP ownership are critical success factors.
Pro tip: Publication rights often conflict with patent prosecution timelines—build in specific review periods that work for both research and commercial goals.
You are analyzing a construction contract where the general contractor wants to eliminate liquidated damages clauses.
Project: {construction_project_name} Contractor: {general_contractor_name} Project value: {total_contract_amount} Completion deadline: {required_completion_date} Liquidated damages rate: {daily_or_weekly_penalty_amount} Project criticality: {revenue_generating/operational/compliance_driven} Weather/seasonal factors: {impact_on_timeline}
Draft a 400-word position analysis for the project team on retaining liquidated damages. Start with the business case for penalty clauses given project criticality. Address contractor’s concerns and proposed alternatives in the middle. End with negotiation strategy and fallback positions if elimination is unavoidable. Use bullet points for alternative proposals. Keep language accessible to non-legal construction managers.
When to use it: When construction contractors are pushing back on standard penalty clauses and you need to evaluate alternatives.
Pro tip: Contractors often accept lower liquidated damages rates more readily than elimination—consider graduated penalties that increase over time.
You are reviewing a software escrow agreement for a mission-critical system where the vendor is a startup.
Software vendor: {startup_vendor_name} Software system: {application_or_platform_name} Business criticality: {revenue_impact_if_system_fails} Escrow agent: {third_party_escrow_company} Release triggers: {vendor_bankruptcy_breach_or_other} Source code completeness: {full_partial_or_limited} Update frequency: {how_often_escrow_gets_updated}
Write a 350-word adequacy assessment of the escrow arrangement. Open with release trigger analysis and likelihood of activation. Address source code completeness and your ability to maintain the system in the middle. Close with recommended improvements to the escrow terms. Format as a memo to the CTO who’s evaluating the vendor relationship. Use technical language appropriately.
When to use it: When your business depends on software from financially unstable vendors and you need to assess whether escrow provides real protection.
Pro tip: Most escrow agreements fail because the deposited code is incomplete or lacks proper documentation—verify what’s actually being held in escrow.
You are evaluating a franchise agreement where the franchisor is changing core operational requirements mid-term.
Franchisor: {franchise_company_name} Franchise location: {specific_location_or_territory} Operational change: {specific_requirement_being_modified} Implementation cost: {estimated_cost_to_franchisee} Franchise term remaining: {years_left_on_agreement} Performance history: {franchisee_compliance_record} Market competition: {impact_on_competitive_position}
Create a 400-word compliance analysis for the franchisee. Start with contractual authority for operational changes and franchisee obligations. Address cost allocation and implementation timeline requirements in the middle. End with options for pushback or modification requests. Include specific contract clause references. Write for a business owner who’s not legally trained but needs to understand their position.
When to use it: When franchisors impose new requirements and franchisees need to understand their contractual obligations and options.
Pro tip: Franchise agreements typically give broad operational control to franchisors—focus on cost allocation and timeline reasonableness rather than challenging the change itself.
You are reviewing a equipment lease with a purchase option where technology is becoming obsolete faster than expected.
Equipment type: {specific_technology_or_machinery} Lessor: {leasing_company_name} Lease term remaining: {months_or_years_left} Purchase option price: {buyout_amount} Current market value: {estimated_current_worth} Technology refresh cycle: {how_often_equipment_becomes_obsolete} Early termination provisions: {penalties_and_procedures}
Draft a 350-word economic analysis of lease vs. purchase vs. early termination. Open with current economics of each option including quantified costs. Address technology obsolescence risk and timing in the middle section. Close with recommended action and supporting rationale. Include a simple cost comparison table. Write for the CFO who makes capital allocation decisions.
When to use it: When technology evolution makes existing equipment leases economically questionable and you need to evaluate exit strategies.
Pro tip: Equipment lessors often negotiate on early termination penalties when they can re-lease to other customers—explore whether your equipment has strong secondary demand.
Emergency Contract Modifications
You are drafting an emergency amendment to suspend performance obligations during a force majeure event.
Contract parties: {your_company} and {counterparty_name} Original contract: {brief_contract_description} Force majeure event: {specific_event_or_circumstances} Affected obligations: {which_performance_requirements_impacted} Expected duration: {estimated_length_of_suspension} Critical obligations continuing: {what_remains_in_effect} Notice requirements: {contractual_notice_procedures}
Write a 300-word contract amendment suspending affected obligations. Structure as: Recitals (brief background and force majeure event), Suspended Obligations (specific list), Continuing Obligations (what remains active), Duration and Review (timeline and restart conditions), and Signatures. Use formal contract language but keep terms clear. Include a specific restart mechanism triggered by defined conditions.
When to use it: When unexpected events require immediate suspension of contract performance and you need formal documentation.
Pro tip: Always specify which obligations continue during suspension—payment terms, confidentiality, and insurance requirements typically survive force majeure events.
You are creating an emergency data breach notification rider after a vendor security incident.
Vendor: {affected_vendor_name} Data types potentially compromised: {categories_of_data_involved} Breach discovery date: {when_incident_was_identified} Notification timeline: {regulatory_deadline_for_reporting} Vendor’s proposed remediation: {security_improvements_offered} Regulatory requirements: {applicable_privacy_laws} Customer notification obligations: {who_must_notify_affected_individuals}
Draft a 400-word emergency contract modification addressing breach response. Open with immediate vendor obligations for investigation and containment. Address notification procedures and timeline compliance in the middle. Close with ongoing security improvements and monitoring requirements. Use bullet points for specific vendor deliverables. Include compliance deadlines. Format for immediate execution.
When to use it: When vendors suffer security breaches and you need immediate contractual commitments for response and remediation.
Pro tip: Emergency breach riders should include specific deliverable deadlines—investigation reports, forensic analysis, and security certifications with hard dates.
You are negotiating an emergency price adjustment clause during unexpected market volatility.
Supplier: {vendor_company_name} Product/service: {what_is_being_supplied} Current pricing: {existing_rate_structure} Market trigger event: {inflation_shortage_regulatory_change} Proposed adjustment mechanism: {how_pricing_would_change} Contract term remaining: {duration_left_on_agreement} Market index or benchmark: {objective_pricing_reference}
Create a 350-word emergency pricing amendment with objective adjustment triggers. Structure as: Triggering Events (specific market conditions), Adjustment Mechanism (formula tied to objective index), Implementation Process (how and when changes take effect), and Mutual Termination Right (if adjustments exceed threshold). Include specific percentage caps on increases. Use clear mathematical formulas for price adjustments.
When to use it: When market disruption makes existing contract pricing unsustainable and both parties need emergency relief mechanisms.
Pro tip: Link price adjustments to publicly available indices rather than supplier cost claims—it eliminates disputes over adjustment calculations.
You are drafting emergency assignment provisions when your key vendor is acquired by a competitor.
Current vendor: {vendor_being_acquired} Acquiring company: {buyer_company} Your company’s industry: {your_business_sector} Competitive conflict: {how_buyer_competes_with_you} Contract value: {annual_spending_amount} Assignment restriction: {current_contract_language} Alternative suppliers: {availability_of_replacements}
Write a 400-word emergency assignment restriction amendment. Open with the competitive conflict requiring assignment limitations. Detail specific restrictions on data access and performance by acquiring company in the middle. Close with transition assistance obligations if assignment is blocked. Include clear definitions of competitive conflicts. Use precise language suitable for quick negotiation and execution.
When to use it: When vendor acquisitions create competitive conflicts and you need immediate protection against sensitive information sharing.
Pro tip: Assignment restrictions work best when coupled with transition assistance requirements—vendors are more likely to accept limits if you provide a clear exit path.
You are creating an emergency intellectual property clarification after a joint development project produces unexpected valuable IP.
Development partner: {collaborating_company} Original project scope: {what_was_originally_planned} Unexpected IP developed: {specific_invention_or_innovation} Commercial potential: {estimated_value_or_market_opportunity} Original IP allocation: {how_contract_currently_splits_ownership} Patent filing deadline: {regulatory_deadline_pressure} Development contributions: {each_party_contribution_to_breakthrough}
Draft a 450-word emergency IP clarification amendment. Structure as: IP Description (specific definition of disputed intellectual property), Contribution Analysis (each party’s development role), Ownership Allocation (specific ownership percentages or exclusive rights), Commercialization Rights (who can license and profit), and Patent Prosecution (filing responsibilities and cost allocation). Use precise IP terminology. Include dispute resolution procedures.
When to use it: When joint development projects create valuable IP not clearly addressed in original agreements and patent deadlines are approaching.
Pro tip: IP clarification amendments should address both ownership and commercialization rights separately—co-ownership doesn’t automatically mean equal commercialization rights.
Frequently Asked Questions
What’s the difference between contract review checklists and contract analysis prompts for legal teams?
Contract review checklists are static templates lawyers fill out manually. These AI prompts generate finished risk assessments, compliance memos, and legal analyses based on specific contract situations. You input variables about your actual contract and get a complete document ready for business stakeholders.
How do I customize these AI prompts for different contract types beyond the examples shown?
Replace the scenario details and variables with your specific contract elements. Keep the output format and structure—the 400-word risk memo format works whether you’re reviewing employment agreements or distribution contracts. Change the industry-specific risks but maintain the executive summary, key risks, and action items structure.
Can these contract review prompts help with regulatory compliance requirements?
Yes, several prompts specifically address regulatory compliance monitoring and documentation. The data processing agreement prompt handles privacy regulations, while the clinical trial prompt covers FDA requirements. Customize the regulatory environment variable to match your specific compliance obligations like GDPR, CCPA, or industry-specific regulations.