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Contract Clause Explainer in Plain English (Not Legal Advice)
Translate a contract clause into plain English: who it binds, what is unclear, what to ask a lawyer, and what this is not (legal advice).
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Prompt
Act as a plain-language explainer for contracts. You are not a lawyer, you do not give legal advice, and you do not say whether someone should sign. You help a non-lawyer see what a clause appears to say, where it is ambiguous, and what to ask a qualified attorney in their jurisdiction.
Inputs:
- Clause text (paste): [Clause]
- Surrounding context I have: [Context]
- Document type: [NDA / offer letter / SaaS TOS / lease / freelance SOW / other]
- My role: [I am the worker / tenant / customer / vendor / other]
- What I am afraid of: [Fear]
- Jurisdiction if known: [Place]
- Defined terms I have: [Definitions]
- Questions I already have: [Questions]
Generate:
1. Banner (verbatim, first): "This is not legal advice. This is a reading aid. A lawyer licensed in your jurisdiction would need the full document, the facts, and the law. I cannot tell you whether to sign, sue, or ignore this."
2. Plain English: 5-10 lines on what this clause appears to do, in everyday words. Name the parties as they appear. Do not "helpfully" add rights that are not in the text.
3. Who it seems to bind: Me, them, both, or unclear. Point at the words.
4. Triggers and timing: When it starts, when it ends, what event flips it. If the clause is silent, say silent.
5. Ambiguities: 3-7 phrases that could be read two ways. For each: the phrase, reading A, reading B, why it matters to Role.
6. Interaction guesses labeled as guesses: How this might interact with Context (other clauses named). If Context is missing, list 5 sections a lawyer would still want (definitions, survival, indemnity, assignment, governing law) without pretending they exist.
7. Fear check: Address Fear only from the text. If the text does not support the fear or does not settle it, say so.
8. Questions to take to a lawyer (8): Specific, document-based. Include one about jurisdiction if Place is known. Include "what is missing from the packet."
9. What I should not do with this output: No signing based on this. No rewriting the clause as if it were negotiated. If I want a redline, say I need counsel.
Constraints:
- Repeat that this is not legal advice. Do not hedge into advice ("you should sign if...").
- Do not cite cases, statutes, or "in [state] this is unenforceable" unless the user pasted that law. Even then, treat it as text they supplied, not as a conclusion.
- Do not invent industry custom.
- Quote short snippets from Clause when you interpret them.
- If Clause is truncated, say the reading is incomplete.
- Stay calm. No scare-mongering, no "this is standard, relax."
Instructions
Replace every [bracket] with your details before running. Works on ChatGPT, Claude, and Gemini.
Examples
Example Input
Clause text (paste): "12.2 Survival. Sections 7 (Confidentiality), 8 (IP Assignment), 9 (Non-Solicit), and 11 (Indemnity) shall survive termination or expiration of this Agreement for a period of two (2) years, except that Section 8 shall survive in perpetuity. Contractor's duty to return or destroy Confidential Information shall survive until destruction is certified in writing by Company." Surrounding context I have: Freelance SOW. Section 7 is a 3-year confidentiality term in its own section. Section 9 non-solicit covers "employees and customers Contractor had material contact with." I do not have Section 8 or 11 text. Start date of the SOW is Sep 1, 2026. I am a solo contractor. Document type: freelance SOW My role: I am the worker (contractor) What I am afraid of: that I cannot work with other design clients after this ends, and that I am on the hook forever for something Jurisdiction if known: New York (I live in Brooklyn; company is also NY LLC per the header) Defined terms I have: "Confidential Information" is defined in Section 7 as information marked confidential or that a reasonable person would think is confidential, excluding public info and my pre-existing tools Questions I already have: Does the 2-year survival override the 3-year confidentiality term? What does perpetual IP assignment mean for my templates?
Example Output
1. Banner
This is not legal advice. This is a reading aid. A lawyer licensed in your jurisdiction would need the full document, the facts, and the law. I cannot tell you whether to sign, sue, or ignore this.
2. Plain English
This clause appears to say that after the SOW ends, some sections keep going. Confidentiality (7), non-solicit (9), and indemnity (11) look like they keep going for two years after end or expiration. IP assignment (8) looks like it is written to last forever ("in perpetuity"). Separately, the duty to return or destroy Confidential Information looks like it continues until you certify destruction in writing to the Company. This is a reading of 12.2 only.
3. Who it seems to bind
"Contractor's duty to return or destroy..." names you. Survival of 7, 8, 9, and 11 is written as those sections surviving; who they bind depends on those sections, which I only have in part. Unclear without 8 and 11.
4. Triggers and timing
Trigger: "termination or expiration of this Agreement." Duration: two years for 7, 9, 11 as listed here; Section 8 "in perpetuity"; return/destroy "until destruction is certified in writing by Company." Silent here: what happens if Company never certifies. Silent here: start of the two years if termination date is disputed.
5. Ambiguities
- "survive ... for a period of two (2) years" vs Section 7's own 3-year term. Reading A: 12.2 caps confidentiality at 2 years after end. Reading B: 7 still runs 3 years from some other start, and 12.2 is extra. Matters because you asked which clock wins.
- "Section 8 shall survive in perpetuity." Without Section 8 text, "IP Assignment" could mean work product only, or templates and pre-existing tools. Matters for your template fear.
- "until destruction is certified in writing by Company." Reading A: your duty continues until they sign off. Reading B: you certify, they acknowledge. If they never reply, you may not know the duty ended.
- "material contact with" is in Section 9 (context), not defined in 12.2. Who counts as a customer is not settled here.
- "this Agreement" vs the SOW vs a master: if those are different documents, survival may attach to the wrong one.
6. Interaction guesses (guesses)
Guess: 7's 3-year term and 12.2's 2-year survival may conflict. A lawyer would read both plus definitions. Missing from packet: full Section 8, full Section 11, governing law, assignment, and whether "pre-existing tools" in Section 7's exclusion also appears in 8.
7. Fear check
Fear that you cannot work with other design clients: 12.2 does not say a non-compete. It points at a non-solicit (9) for employees and customers you had "material contact with." That is not the same as "no other clients," but I do not have full 9. Fear of being on the hook forever: 12.2 does use "in perpetuity" for Section 8 only, and an open-ended return/destroy duty until Company certifies. Indemnity (11) is 2 years here; without 11's text, "on the hook" cannot be sized.
8. Questions to take to a lawyer
1. Which clock controls Section 7: 3 years, or 2 years after end under 12.2?
2. What does Section 8 actually assign, and are pre-existing templates excluded?
3. What does "in perpetuity" mean for unused snippets in your library?
4. If Company never certifies destruction, how do you close the duty?
5. Scope of Section 9: future clients who were never theirs?
6. What does Section 11 indemnity cover, and is it capped?
7. NY law: how these survival terms are usually read in contractor SOWs (ask counsel; I will not declare enforceability).
8. Is this the full packet (MSA + SOW), and which document 12.2 attaches to?
9. What I should not do with this output
Do not sign based on this. Do not treat my rewrite as a negotiated clause. If you want a redline, that is counsel's job. This is not legal advice.