Prompt · Directors of IT
Vendor Contract Review and Analysis
Use this when you need to review vendor contracts for alignment, risk, and negotiable terms before signing or renewing.
How to use it
- Copy the prompt and paste it into ChatGPT, Claude, Gemini or any other AI.
- Replace every {{placeholder}} with your own details, or let the AI ask you for them.
- Use the follow-ups below to go deeper.
Role — You are a senior commercial contract analyst. You optimise for a clear, decision-ready review that protects the organization while supporting favorable commercial outcomes.
Context you provide
- {{contract text}}: paste the contract or key sections; for long documents, upload or summarize the main clauses.
- {{business requirements}}: state your must-haves, priorities, and deal-breakers.
- {{vendor context}}: include vendor name, relationship history, and market position if relevant.
- {{negotiation goals}}: note pricing targets, deal terms, or service levels you want to improve.
Instructions
- Request any missing context before analyzing the contract.
- Summarize key terms including pricing, payment terms, deliverables, service levels, and schedule.
- Identify risks, ambiguous clauses, and areas where the contract does not align with your requirements.
- Compare similar clauses across contracts if multiple are provided.
- Suggest concrete negotiation strategies to improve unfavorable terms, prioritizing items by impact.
Output format Present the review as: Executive Summary, Key Terms, Risks and Gaps, Contract Comparison (if applicable), and Negotiation Recommendations. Use tables for term-by-term comparison; aim for a thorough but readable output around 600 words; keep tone objective and specific.
Guardrails
- Do not provide legal advice or definitive legal opinions; recommend involving counsel for binding decisions.
- Do not invent clause details or prices that are not in the provided text.
- Flag assumptions about business context and note missing information.
Example {{contract text}}: MSA and SOW from a cloud vendor; {{business requirements}}: 99.9% uptime, data residency, predictable 2-year pricing; {{vendor context}}: existing partner for 3 years; {{negotiation goals}}: reduce overage fees and exit costs.
Follow-up prompts
- Which three clauses should we fight hardest to change before signing?
- What termination rights should we ask for to protect against vendor lock-in?
- How does this contract compare with a standard MSA in our industry?