Terms of Service

CounterClause (the “Service”) is an AI-assisted contract review tool. You upload an agreement, and our AI returns a redlined version, plain-English explanations of risky clauses, and a draft counter-proposal email. The Service is intended to help you negotiate contracts; it is not a substitute for legal advice from a qualified attorney.

Nothing produced by CounterClause constitutes legal advice, an attorney opinion, or the formation of an attorney-client relationship. AI output can be incorrect or incomplete. You are responsible for independent review of any contract before signing or sending. Always have a qualified attorney review final terms.

You must be at least 18 years old to use the Service. To enable history and saved analyses, you may sign in with an email address; we will send magic-link emails to verify. You are responsible for the security of the email account you use to sign in.

You retain all rights to contracts you upload and to the analyses generated from them. You grant CounterClause a limited license to process your uploads strictly to provide the Service to you (extract text, run AI analysis, store the result for your access).

You represent that you have the right to upload each document you submit and that doing so does not violate any confidentiality obligation, non-disclosure agreement, or applicable law.

You agree not to:

• upload content you do not have permission to share;
• upload personal data of third parties beyond what appears in the contract under review;
• attempt to bypass usage limits, authentication, or rate limits;
• use the Service to harass, defame, or defraud any party;
• use the Service to generate or train competing AI systems.

The Service is provided on an “as is” and “as available” basis. We may change, suspend, or discontinue any feature at any time. We may impose usage limits, including the free monthly limit shown in your account.

To the fullest extent permitted by law, CounterClause disclaims all warranties, express or implied, including without limitation warranties of merchantability, fitness for a particular purpose, non-infringement, and accuracy. We do not warrant that the Service will be uninterrupted, error-free, or that AI-generated outputs will be accurate or suitable for your purposes.

To the fullest extent permitted by law, CounterClause's total liability for any claim arising out of or relating to the Service will not exceed the greater of (a) the amounts you paid us in the 12 months prior to the event giving rise to the claim, or (b) USD $50. In no event will we be liable for indirect, incidental, consequential, special, or punitive damages.

We may suspend or terminate your access at any time for breach of these Terms or for any other reason. You may stop using the Service at any time. On account deletion we will remove your saved analyses and any stored contract files within 30 days, except where retention is required by law.

These Terms are governed by the laws of the State of Delaware, USA, without regard to conflict of law principles. Any dispute will be resolved in the state or federal courts located in Delaware.

We may update these Terms from time to time. The Effective date above indicates the most recent version. Material changes will be communicated by email or in-product notice.

Questions: hi@counterclause.com