{ "name": "LenzerHub clause library", "description": "Every clause position LenzerHub checks: severity, category, the wording that commonly appears, why it costs the buyer, and the replacement wording.", "url": "https://www.lenzerhub.com/clauses", "publisher": { "name": "LenzerHub", "url": "https://www.lenzerhub.com/", "email": "davidemeh@lenzerhub.com" }, "generated": "2026-10-12T22:11:44.828Z", "severityLevels": [ { "id": "critical", "label": "Critical", "weight": 4 }, { "id": "high", "label": "High", "weight": 3 }, { "id": "medium", "label": "Medium", "weight": 2 }, { "id": "low", "label": "Low", "weight": 1 } ], "contractTypes": [ { "id": "saas", "label": "SaaS agreement" }, { "id": "vendor", "label": "Vendor agreement" }, { "id": "sow", "label": "Statement of work" }, { "id": "freelancer", "label": "Freelancer contract" }, { "id": "lease", "label": "Office lease" }, { "id": "other", "label": "Other" } ], "scoring": { "formula": "round(sum of severity weights of the clauses found / (number of clauses found x 4) x 100)", "scale": { "min": 0, "max": 100 }, "bands": [ { "from": 0, "to": 34, "label": "Low risk" }, { "from": 35, "to": 54, "label": "Moderate risk" }, { "from": 55, "to": 74, "label": "Elevated risk" }, { "from": 75, "to": 100, "label": "High risk" } ] }, "clauses": [ { "id": "auto-renewal", "clauseName": "Auto-renewal window", "severity": "critical", "category": "Renewal terms", "appliesTo": [ "saas", "vendor", "lease", "other" ], "originalText": "This Agreement shall automatically renew for successive one-year terms unless either party provides written notice of termination at least 10 days prior to the end of the then-current term.", "suggestedText": "This Agreement shall automatically renew for successive one-year terms unless either party provides written notice of termination at least 60 days prior to the end of the then-current term.", "explanation": "A 10-day notice window is extremely restrictive. Most vendors accept 30 to 90 days. Miss it and you are locked into another full year before you can evaluate alternatives.", "leverage": "Buys back a full renewal cycle of pricing leverage." }, { "id": "liability-cap", "clauseName": "Liability cap", "severity": "critical", "category": "Liability", "appliesTo": [ "saas", "vendor", "sow", "other" ], "originalText": "Vendor's total liability shall not exceed the total amount paid by Customer under this Agreement in the twelve months preceding the claim.", "suggestedText": "Vendor's total liability shall not exceed the greater of (a) $500,000 or (b) the total amount paid by Customer under this Agreement in the twelve months preceding the claim.", "explanation": "Capping liability at fees paid leaves you with no meaningful recourse if the vendor's negligence causes real damage. A floor is standard for small and mid-sized buyers.", "leverage": "Sets a recovery floor independent of what you happen to spend." }, { "id": "indemnification", "clauseName": "Indemnification scope", "severity": "high", "category": "Indemnification", "appliesTo": [ "saas", "vendor", "sow", "freelancer", "other" ], "originalText": "Customer shall indemnify and hold harmless Vendor from any claims arising from Customer's use of the Services.", "suggestedText": "Each party shall indemnify the other from third-party claims arising from the indemnifying party's negligence, willful misconduct, or breach of this Agreement.", "explanation": "This is one-sided. As written you agree to protect the vendor from every claim, including ones caused by their own negligence. Mutual indemnification is the market norm.", "leverage": "Moves you from carrying all the risk to carrying your share." }, { "id": "data-ownership", "clauseName": "Data ownership and reuse", "severity": "high", "category": "Data rights", "appliesTo": [ "saas", "vendor", "other" ], "originalText": "Vendor may use Customer Data to improve its services and for any other business purpose.", "suggestedText": "Vendor may use aggregated, de-identified Customer Data solely to improve its services. Vendor shall not sell, license, or otherwise transfer Customer Data to third parties.", "explanation": "\"Any other business purpose\" is broad enough to cover reselling insights derived from your data. Narrow the grant to service improvement on de-identified data.", "leverage": "Keeps your operating data out of someone else's product." }, { "id": "termination", "clauseName": "Termination for convenience", "severity": "medium", "category": "Termination", "appliesTo": [ "saas", "vendor", "sow", "freelancer", "lease", "other" ], "originalText": "This Agreement may be terminated by either party for any reason upon 30 days written notice.", "suggestedText": "This Agreement may be terminated by Customer for any reason upon 30 days written notice. Vendor may terminate only for material breach by Customer after a 60 day cure period.", "explanation": "Symmetry sounds fair but is not. You are building a process on this vendor; they are not building anything on you. You should be able to leave faster than they can drop you.", "leverage": "Protects continuity of anything you build on the vendor." }, { "id": "sla", "clauseName": "Service level commitment", "severity": "medium", "category": "Performance", "appliesTo": [ "saas", "vendor", "other" ], "originalText": "Vendor shall use commercially reasonable efforts to ensure the Services are available 99% of the time.", "suggestedText": "Vendor shall ensure the Services are available 99.9% of the time, measured monthly. Downtime exceeding 4 hours in a month entitles Customer to a 10% monthly credit.", "explanation": "99% permits more than seven hours of downtime a month with no remedy. 99.9% with service credits is the standard ask, and \"commercially reasonable efforts\" is not a commitment.", "leverage": "Turns an aspiration into a measurable obligation." }, { "id": "price-increase", "clauseName": "Price increase cap", "severity": "medium", "category": "Pricing", "appliesTo": [ "saas", "vendor", "lease", "other" ], "originalText": "Vendor may increase pricing by up to 15% annually upon 30 days written notice.", "suggestedText": "Vendor may increase pricing by up to 5% annually upon 90 days written notice. Increases exceeding 5% require Customer's written consent.", "explanation": "15% a year compounds fast, and 30 days is not enough time to budget for it or run a replacement search. Cap the increase and extend the notice.", "leverage": "Makes multi-year cost predictable enough to plan around." }, { "id": "ip-feedback", "clauseName": "Feedback and IP assignment", "severity": "low", "category": "Intellectual property", "appliesTo": [ "saas", "vendor", "sow", "freelancer", "other" ], "originalText": "Any suggestions or feedback provided by Customer may be used by Vendor without restriction.", "suggestedText": "Any suggestions or feedback provided by Customer may be used by Vendor without restriction, provided Vendor does not disclose Customer's identity without consent.", "explanation": "Common and usually acceptable. Worth adding an anonymity carve-out so your roadmap input is not publicly attributed to your company.", "leverage": "Keeps your name off someone else's case study." } ] }