Contract First Draft: Prompt and Review Checklist

Draft a [contract type: NDA / SOW / service agreement / consulting agreement] for this situation: Parties: [Party A description] and [Party B description]
State/jurisdiction: [State, Country]
Scope: [what is being agreed to in plain language]
Payment: [amount, schedule, late payment terms if any]
Term: [start and end date or duration]
Termination: [notice required, conditions]
IP ownership: [who owns what is created]
Confidentiality: [what must stay private and for how long]
Special terms: [anything unusual about this deal] Draft the full contract in standard legal language. Include:
- Recitals
- Definitions section
- Core obligations for each party
- Payment and invoicing terms
- IP assignment clause
- Indemnification and limitation of liability
- Termination and cure period
- Governing law and dispute resolution
- Signature block Flag any clause where jurisdiction-specific language may be needed.

Review every AI-drafted contract against this checklist before it becomes binding: [ ] Parties named correctly, legal entity names, not trade names
[ ] Governing law matches where you actually operate
[ ] IP assignment is explicit, 'work for hire' language present if applicable
[ ] Payment terms include a late payment clause with teeth
[ ] Termination clause has a cure period (not instant kill)
[ ] Indemnification is mutual or clearly one-sided by design
[ ] Limitation of liability cap is defined (not unlimited)
[ ] Confidentiality scope is specific, not 'all information'
[ ] Dispute resolution method named (arbitration vs litigation)
[ ] Force majeure clause present for anything over 6 months If any item is missing or vague: do not sign. Send back for revision or get attorney review.