You're about to sign a consulting deal. Your lawyer quotes over a thousand dollars and nearly a week to review the service agreement.
Meanwhile, your vendor is pushing for signatures, and you're stuck wondering: Is this liability cap clause actually protecting us? What if they miss a deadline?
The real cost isn't just legal fees. It's deals delayed, risks missed, and your time wasted chasing lawyer emails.
For businesses that handle multiple service agreements yearly, traditional legal review can create bottlenecks in procurement cycles and inconsistent standards across different lawyers or reviewers.
A service contract (or Master Services Agreement) governs the relationship between a service provider and customer. Unlike product sales, services are delivered over time, creating ongoing obligations around deliverables, payment schedules, IP ownership, and liability.
Common problems in service agreements include:
-- Vague deliverable definitions that let vendors under-deliver or charge for extras.
-- One-sided liability caps that protect vendors but expose you to unlimited risk.
-- Unclear ownership of work product, where you might pay for marketing materials or code that you don't actually own.
-- Auto-renewal clauses that lock you in at inflated rates.
-- Payment terms that become problematic when disputes arise.
When reviewing an services contract, traditional lawyer review might take several business days and cost over a thousand dollars. The result is typically a redline memo with general explanations.
goHeather AI review completes in minutes at a fraction of the cost and flags specific issues ranked by risk with instant lawyer-trained AI suggested redlines.
Original text: "Vendor's total liability shall not exceed the fees paid in the preceding 30 days."
AI Insight: This caps vendor liability at roughly one month of fees even if their negligence causes significantly larger damages. Industry standard for IT services is typically 12 months of fees or a reasonable minimum floor.
Suggested Fix: "Vendor's liability shall not exceed the total fees paid under this Agreement or a reasonable minimum amount, whichever is greater, except for gross negligence, willful misconduct, or breach of confidentiality."
Original text: "Vendor retains all rights to pre-existing materials and methodologies."
AI Insight: Overly broad language could mean you don't own custom code, reports, or deliverables created specifically for your project. You'd pay for work you can't reuse or modify.
Suggested Fix: "Vendor retains rights to pre-existing materials. All custom deliverables and work product created specifically for Client shall be owned exclusively by Client upon full payment."
Original text: "Either party may terminate with 90 days written notice."
AI Insight: No termination for cause such as breach or non-performance without waiting 90 days. If vendor fails to deliver, you're stuck for three months still paying.
Suggested Fix: "Either party may terminate with 90 days notice, or immediately for material breach if not cured within 15 days of written notice."
Watch a demo Here.
Our AI examines scope of services for vague deliverables and undefined acceptance criteria. It reviews, among many other issues, payment terms including late fees, milestone clarity, and expense reimbursement caps. Intellectual property provisions are checked for work product ownership, license grants, and derivative works rights. Liability and indemnification sections are analyzed for caps, carve-outs, and whether terms are mutual or one-sided. Confidentiality clauses are reviewed for definition breadth, carve-outs, and survival periods. Term and termination provisions are examined for auto-renewal, termination for cause, and wind-down obligations. Warranties including service level commitments and disclaimer limitations are assessed. Dispute resolution mechanisms are checked including arbitration versus litigation, venue, and fee allocation. Change order processes are reviewed for how scope changes are priced and approved. Insurance requirements are analyzed for coverage types, limits, and certificate requirements.
When you ask "Here's a service agreement, what's risky?" a general AI tool reads the contract like a smart intern. It guesses based on patterns but doesn't know if indemnity caps are normal for your industry or jurisdiction.
goHeather takes a different approach:
The system reads your contract using multiple AI models including OpenAI, Claude, and Gemeni. It searches is training, jurisdiction-specific laws, and industry standards.
Your clauses are compared to what the AI knows about services contracts, both good and problematic. Risks are ranked based on your role (buyer versus seller), industry, and location. Generated redlines are informed by legal principles.
goHeather is designed for a first-pass informational review, not legal advice. You should still consult a lawyer for complex negotiations involving significant dollar amounts, unusual provisions such as first-of-its-kind terms or highly technical IP clauses, situations where litigation risk already exists, and regulatory compliance in highly regulated industries with unique requirements.
Our recommendation: Use goHeather to catch issues quickly, before sendig the document off to a lawyer. This approach reduces legal spend while maintaining expert oversight.
goHeather's AI is trained by lawyers and tested against thousands of real service agreements. However, AI is a tool not unlike Google search, not a replacement for legal advice from a human lawyer.
We recommend the AI plus lawyer approach (human in the loop): Use goHeather for fast, affordable first-pass review, then spot-check with your lawyer. This typically reduces legal spend significantly while maintaining quality.
Yes. Playbooks let you train the AI on your company's standards. For example, you might set requirements that liability caps below a certain threshold should always be flagged, or that you require mutual indemnification in all vendor agreements.
We use encryption and follow industry security practices, and our API models have been evaluated for their compliance with the SOC 2 Type 2 Security and confidentiality principles. Full data security information is available at https://www.goheather.io/security.
Yes we support contracts governed by language sand laws in many jurisdictions worldwide, including non-English-speaking countries.
Jeff Dutton is a lawyer who advises on technology, corporate, privacy, commercial, employment and real estate law.
Jeff founded his own small law firm, Dutton Law, in 2016 (and merged it with a larger firm in 2019). Before that, Jeff was a prosecutor and a commercial law lawyer at a national boutique law firm.
Jeffrey is a frequent lecturer on legal matters and has been published in newspapers and trade journals. In addition, Jeff was the editor and co-author of a leading employment law text for lawyers for many years.
Education:
Western University, BA (2009)
University of Ottawa, Faculty of Law, JD (2012)
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