FREQUENTLY ASKED QUESTIONS
Q1. What is Contract Watchdog?
Contract Watchdog is an informational tool which businesses can use to assess whether contract terms are good or bad, and then select options for revising the bad ones. It does this at the user's specific direction (since only the user knows all of the relevant facts). This moves the contract through the sales or procurement process faster, by expediting review by the business's legal counsel. Here's a brief overview of some key features:
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It shows the favorability of each sentence with a stoplight type approach - dark red (very bad for you), light red (bad), yellow (neutral), light green (good) and dark green (very good for you).
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Miscellaneous sentences which aren't really good or bad are either light gray (the shorter way of writing that sentence) or black (the longer way of writing it).
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You can move the slider bar on the left side of the sentence to automatically change the sentence's favorability.
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The "i" on the right side of each sentence explains the purpose of that sentence in the contract, without all the legalese.
Q2. What types of contracts can currently be reviewed? What about Contract Watchdog's beta testing?
Contract Watchdog can currently review B2B sales and procurement contracts for goods and services, B2B sales and procurement terms & conditions (known as T&C), and B2B non-disclosure/confidentiality agreements (known as NDAs).
From time to time, we may also beta test Contract Watchdog on other types of contracts. We will clearly identify those as beta testing, and we will not charge for any contracts being beta tested. We beta test because we want to get your feedback while still working out some kinks (hey, nobody's perfect).
Q3. Is Contract Watchdog a law firm? Does it provide legal services?
No, it is not a law firm and it does not provide legal services. It is not a substitute for seeking legal advice from a lawyer. Using Contract Watchdog (or this website) doesn't create an attorney-client relationship. We recommend you use Contract Watchdog in conjunction with your attorney. If you don't have your own attorney, state and local bar organizations are oftentimes great ways to find legal services, though we don't recommend any particular one.
For example, a lawyer licensed in a particular state can advise you on what you should do in your specific situation based on all the facts. Similarly, a lawyer could tell you whether a specific term is good or bad in your specific circumstances.
In contrast, Contract Watchdog is an informational tool that gives a business user a general idea of what the contract says. However, the user ultimately has to decide whether the information provided is correct - Contract Watchdog doesn't know about the user's specific situation. Also, the law changes all the time. The laws also vary by United States state and sometimes even by court or judge; Contract Watchdog only assesses contracts for the United States in a general way (and not any other country). For all of these reasons, we can't guarantee that all of the information that Contract Watchdog provides is or will be current, correct and accurate.
Q4. What is a demo account?
You can use a demonstration account to quickly see how Contract Watchdog's review and revision functionality work. Rather than entering your company-specific information and uploading a contract, these are pre-loaded for you. You'll only need to enter basic information to use a demo account, in particular to protect our system from internet bots. Your functionality will be limited unless you create a full account.
Q5. How do I use Contract Watchdog? Walk me through the steps.
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You begin by creating an account. Some of your company's information (such as the address) may be used in your contract, so it's important to be accurate. You only need to do this step once.
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You then select the tab labeled "Analyze/Revise a Contract."
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You'll move through a few simple screens that assess your prior usage of Contract Watchdog for the relevant contract.
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Next, you'll provide your contract to Contract Watchdog and add some information particular to it.
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After that, you'll click the "Run Analysis" button and wait about two minutes (a status bar at the top of the screen will flash once the analysis is done). Long or more sophisticated contracts may take longer than two minutes.
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Then click the "View Document" button to see your contract.
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The "Show Favorability" button shows you which terms may be good or bad, from dark red (very bad) to dark green (very good).
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By moving the colored slider bar to the left of each sentence, you can see options to automatically improve it.
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The "i" on the right side of each sentence gives you a hint as to the purpose of that sentence in the contract.
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You can click on the "Commercial Terms" tab just above your analyzed contract to see some key commercial terms from your contract.
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You can click on the "Wildcard" tab towards the top of your analyzed contract screen to see and change specific pieces of information for your contract (such as the name of a party or the term of the agreement).
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Once you're satisfied with your contract, you can click the "Finalize/Sign a Contract" tab to export your revised contract.
Our website has a short video showing how this process works - visit our Demo page to check it out.
Contract Watchdog has more advanced capabilities too, such as the ability to search your contracts for certain types of terms (i.e., compliance with law, or tariff pass-throughs). We'll cover those separately.
Q6. How do I pay for Contract Watchdog's services? When do I get charged?
You can upload a contract, run the analysis, and make changes, all without paying. You only pay using a credit card to download your revised contract. Your company's credit card on file will get charged at or soon after the time of download. You get charged by the unique contract file, not by the number of times you download the same file. If you upload the same contract as a new file (with or without edits to it), that will be viewed as a new contract file and you will be charged again at the time of download. If you're not satisfied with how Contract Watchdog works, you can choose not to download the revised contract and as a result, you won't pay anything. We plan to include subscription payment options as well.
In any case, we use a third-party credit card processor for the payment, so we won't store your credit card information.
For beta versions of new types of contracts, you won't pay anything.
Q7. I think a contract term is good. Contract Watchdog thinks it's bad. What gives?
This could be for a couple of reasons.
First, Contract Watchdog separates sentences with favorability into two buckets:
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Bucket #1: it looks for certain types of unusual terms and flags them - the fact that they're in the contract at all is inherently bad for one party, regardless of how they're written. For example, a non-compete in a business-to-business confidentiality agreement is out of place in almost all circumstances.
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Bucket #2: it assesses the rest on a sentence-by-sentence basis. If a contract term falls into that second category, then the platform will assess whether the way it's written is good or bad for you in general. This means that a term which is generally good for you might be written in a comparatively bad way.
An example of Bucket #2 is that a sentence might protect confidential information from disclosure. That is common in a confidentiality agreement and is always good for the disclosing party. However, the way in which it is written might be comparatively better or worse for the disclosing party. This is why you might think a term is fine, but when compared to 100 other variations of that term, your version is really only so-so. Don't take it personally.
Additionally, Contract Watchdog doesn't know about your specific circumstances. It's possible that a term which Contract Watchdog indicates is comparatively bad could be good in your specific circumstances.
Finally, we use artificial intelligence in multiple respects, and sometimes AI is not accurate. As we add more tailored data (contract and sentence examples, including those reviewed and categorized by an attorney) from public sources to our platform, the AI gets more and more accurate. But this is why Contract Watchdog is intended to be used in conjunction with a final review by your company's legal counsel - it enhances and expedites their work, it does NOT replace it.
Q8. Does the attorney-client privilege apply to my contracts? Or other lawyer-specific characteristics?
No. LAINA Pro d/b/a Contract Watchdog is not a lawyer or a law firm, and it does not offer, sell or provide legal services. As such, neither the attorney-client privilege nor the attorney work product protection applies.
However, we treat the company-specific information in your files as confidential.
Similarly, we won't keep your funds in an Interest on Lawyers Trust Account. Once we charge for a download from Contract Watchdog, we will accept your company's credit card payment like any other service provider. Credit card information will be kept by a third-party service provider, not Contract Watchdog.
Also, you can usually sue a lawyer for malpractice - after all, lawyers are professionals who charge the big bucks. Under our terms and since we don't provide legal services, you agree that our aggregate liability is capped. The key is that Contract Watchdog is just an informational tool and you're in control, not the software.
Q9. I'm a consumer, not a business. Can I use Contract Watchdog?
No, sorry - Contract Watchdog is only intended for businesses.
Q10. I live or work in the European Union (so outside of the United States). Can I use Contract Watchdog?
No, sorry. Contract Watchdog is not intended for persons in the European Union, the European Economic Area, or any other areas of Europe. Further, it focuses on contracts under state law in the United States.
Q11. Does the platform use my contract for any purpose, other than providing the services?
No, we only use your contract to provide services to you. By providing your contract, you are granting Contract Watchdog a non-exclusive license to perform its analysis and other services using our platform. But your contract does not become part of our database of sentences to train our AI. See Q17 for our extensive security measures.
Q12. Do I still have to read my contract after Contract Watchdog has analyzed it?
Yes, you do - this is no different than having an attorney review your agreement or assessing it yourself without Contract Watchdog; in all of those cases, you should still read your contract. You're in control of Contract Watchdog, which after all is just an informational tool. Also, you still need to know what your obligations are. Contract Watchdog does have an icon to the right of each sentence to assist you in understanding the purpose of each sentence generally. Contract Watchdog is intended to be used in conjunction with a final review by your company's legal counsel - it enhances and expedites their work, it does not replace it.
Q13. Can I ask an attorney or someone else substantive questions about my contract?
First off, of course you can always consult your own attorney about your contract terms - and we recommend you do so. If you don't have your own attorney, state and local bar organizations are oftentimes great ways to find legal services. We don't recommend any specific organization, though.
Second, we plan to set up a network of attorneys who will be available to answer a few of your contract questions for a specified period of time at no additional cost (after you run it through Contract Watchdog). We're still working on this, but stay tuned.
FOR ATTORNEYS: If you're interested in becoming part of this network (which could have significant benefits for you too), please reach out to us at support@lainapro.com.
Q14. What types of files can Contract Watchdog analyze?
For now, Contract Watchdog can only analyze .docx files, not .pdf or .doc. But don't worry, there are lots of free ways to convert one of these other file types to .docx. We don't recommend you use any particular conversion tool. But as one example, a user can open Word, then click "File", then "Open" and select the file. Word will convert the file and you can save it as a .docx file (assuming that file type is supported by your version of Word).
Note that converting .pdf files to .docx sometimes results in errors in the new file. This can impact Contract Watchdog's ability to analyze the contract.
Q15. How can I provide feedback to Contract Watchdog on its software?
First off, thanks! You can email us at support@lainapro.com or click on the "Send us your suggestions/feedback" link at the bottom of our website. We welcome all feedback, good, bad or other.
Q16. Can Contract Watchdog analyze a mutual non-disclosure agreement?
Not yet, but there's a partial workaround. Right now we're focused on one-way NDAs, as well as purchase contracts / T&Cs. If your company has a mutual NDA, you can run it through the software and view it from the perspective of whether your company or the other party will be primarily disclosing key information. If it's your company, then you would identify your company as the "disclosing party."
Q17. What IT security measures does Contract Watchdog use?
At Contract Watchdog, we are committed to maintaining the security of your vital information. HTTPS access to our platform is required. Access to your account is protected through your password and multi-factor authentication, which are managed by the Microsoft Azure solution and not accessible to Contract Watchdog. Additional information regarding our IT security measures is available.
Let us know what other questions you may have by sending an email to support@lainapro.com.