Contract redline summary
@dealdesk/contract-redline-summary
Compare two versions of a contract (or one redline with insert and delete markup) clause by clause. Lists every change sorted by risk topic (liability, indemnity, termination, renewal, IP, data, payment) with the numbers that moved, then explains each in plain English with a suggested response. Not legal advice.
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- 1# Contract redline summary
- 3Compares the contract you sent with the one that came back, clause by clause, and sorts every change by risk. Then it explains each change in plain English and suggests a response, so deal teams know what to accept, counter, or send to legal.
- 5## Who it is for
- 7Account executives, deal desk, and founders handling customer paper without a lawyer on every call. Not legal advice: high-risk items still go to your counsel.
- 9## Example
- 11Input: `examples/original.txt` and `examples/revised.txt` (a short MSA, seven clauses, with the customer's edits).
- 13Output: 6 changes, 4 high risk:
- 15- 3 Term and Renewal: non-renewal notice 60 to 30 days; new 3% renewal cap
- 16- 4 Termination: customer may terminate for convenience on 90 days notice
- 17- 5 Limitation of Liability: cap raised to two times fees; data breaches uncapped
- 18- 7 Governing Law: Delaware to New York
- 19- 2 Fees and Payment (medium): Net 30 to Net 60, late interest removed
- 20- 8 Insurance (medium, added): $5,000,000 cyber liability insurance
- 22Also works on one redline file that uses `{++added++}` and `{--removed--}` markup (`examples/redline.md`).
- 24## What it can access
- 26- Runs `node scripts/clause-diff.mjs` (Node built-ins only, no network).
- 27- Reads `data/` (plus the kit's own `examples/`), writes `data/` and `out/`.
- 29## Setup
- 31None. Save both versions as plain text in `data/`.
