Three-Version Clause Builder: Client, Balanced and Counterparty Drafts
Drafts one clause in three versions labelled by whom each favors, using only the purpose, terms and example language you paste. Missing terms stay blank for you to complete; no version borrows a figure or claims what a court would enforce.
The Prompt
Variables (8)
| Variable | Description | Example |
|---|---|---|
| {{parties}} | Parties and Roles | Harbor Analytics, Inc. (provider, our client); Redwood Dental Group LLC (customer) |
| {{contract_type}} | Contract Type | SaaS Agreement |
| {{clause_type}} | Clause Type | Limitation of Liability |
| {{purpose}} | Clause Purpose | Limit Harbor's exposure for service failures while keeping Redwood's data-breach remedies available. |
| {{terms}} | Terms and Constraints | Version 1: cap at fees paid in the prior 12 months; mutual exclusion of consequential damages. Version 3: cap at two times annual fees; no exclusion for data breach. Version 2: no instruction. |
| {{example}} | Example Language | Our usual clause: 'Neither party shall be liable for indirect or consequential damages.' |
| {{authority}} | Pasted Governing Text | None pasted. |
| {{notes}} | Attorney Notes | Opposing counsel says a cap this low is standard. Do not mention that the client may walk away from the deal. |
Expected Output
Part 1, attorney-only: conflicts, input register, arithmetic and count check, cleared and held-back lists, defined-terms audit, how the versions differ, authority questions, declined statements, missing information, the Part 2 check. Part 2: the clause in three labelled versions. Ends with a Verification list.
Usage Notes
Use it to build a negotiation-playbook entry for one clause. Paste the purpose, the values and carve-outs you want in each position, and any house language. Failure mode to watch: a version that carries a cap, period or exclusion you never supplied, or a figure copied from your example language. Version differences come only from your inputs, so thin inputs produce blank lines, not invented terms. Read the document part line by line before it leaves the office. Not legal advice. The attorney remains responsible for verifying every fact, figure and authority before use.
Double-check before use
- Check each version for kinds of loss or carve-outs nobody supplied. In testing, loss of profits and loss of business were once added to every version.
These are the places where this prompt was seen to slip when tested on sample cases with a small AI model.
Originally featured in: ChatGPT Prompts for Lawyers: The Complete Guide
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* These prompts are drafting and analysis aids for licensed attorneys. They are not legal advice and do not replace professional judgment. AI output can contain errors, including invented citations and incorrect deadlines: verify every fact, figure, authority and deadline against primary sources before relying on it. Rules vary by jurisdiction, and you remain responsible for the final work product.