Enter your beta access code to run an analysis.
Invalid beta code.
Access is limited during beta testing.
Please read these terms carefully. You must agree to them before using SubRiskReview.
Effective date: May 2026
These Terms and Conditions ("Terms") govern your use of the SubRiskReview service ("Service"). By accessing, uploading documents to, or otherwise using the Service, you ("User," "you") agree to be bound by these Terms. If you do not agree, do not use the Service.
SubRiskReview is an artificial-intelligence-assisted issue-spotting tool that screens proposed subcontracts and supply agreements and identifies provisions that may warrant attention from qualified counsel. The Service is intended to help construction professionals locate clauses in their contracts that they should review with a licensed attorney. The Service does not analyze, interpret, or opine on those provisions; it does not opine on enforceability; and it does not recommend whether to sign, modify, accept, or reject any agreement. Those determinations belong to your attorney and to you.
The Service is a software tool. It is not a lawyer and does not provide legal advice. No attorney-client relationship is created by your use of the Service, by any output generated by the Service, or by any communication with SubRiskReview or its operators. The Service is not a substitute for advice from a licensed attorney regarding the legal effect of any contract. You agree to consult a qualified attorney for legal advice about any matter identified in or arising from your use of the Service. This Service is not affiliated with any individual lawyer or law firm.
This review is for informational and negotiation-support purposes only and does not constitute legal advice. Prior to executing, have this agreement and any revisions reviewed by your construction counsel licensed in the state where the Project is located.
The Service is intended to operate strictly within the bounds of an issue-spotting tool and is not intended to constitute the practice of law in any jurisdiction. The Service does not apply law to facts, opine on enforceability, interpret contract language, or recommend specific actions. If any portion of the Service's output could be characterized as legal advice, legal analysis, or legal opinion in your jurisdiction, you agree to disregard that portion and rely solely on advice from your own licensed attorney.
You represent and warrant that:
Outputs are generated by large-language-model artificial intelligence and may contain errors, omissions, hallucinations, or misinterpretations of contract language. AI systems can produce confident-sounding text that is factually wrong. The Service may misidentify provisions, miss provisions that should have been flagged, or describe provisions inaccurately. The Service makes no guarantee of accuracy, completeness, currency, or fitness for any purpose. You acknowledge these limitations and assume all risks of reliance on outputs.
The Service transmits uploaded documents to a third-party large-language-model AI provider to generate analysis. Documents are transmitted over an encrypted connection and, under the commercial API terms in effect with the AI provider, are not retained, indexed, or used to train any model. You authorize this transmission as a necessary part of the Service. SubRiskReview is not responsible for the practices of any third-party service provider beyond the contractual terms in effect with that provider. The identity of the AI provider may change from time to time as SubRiskReview elects.
SubRiskReview does not retain copies of your uploaded documents beyond what is necessary to generate your analysis in real time. However, the Service is not a secure data room or document management system, and communications with the Service are not protected by the attorney-client privilege or the work-product doctrine. Do not upload documents whose disclosure to any third-party service is prohibited by contract, court order, or law. Consider redacting identifying details before upload for sensitive matters.
The Service, including its software, interface, prompts, and documentation, is owned by SubRiskReview and protected by copyright and other intellectual-property laws. You retain ownership of the documents you upload. You receive a non-exclusive, non-transferable license to use the outputs generated from your uploads for your own internal business purposes. You may not resell, sublicense, or redistribute the Service or its outputs as a standalone product.
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, NON-INFRINGEMENT, AND UNINTERRUPTED OPERATION. SubRiskReview DOES NOT WARRANT THAT THE SERVICE WILL BE ERROR-FREE OR THAT ANY OUTPUT IS ACCURATE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL SubRiskReview OR ITS OPERATORS, OWNERS, AFFILIATES, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS, LOST REVENUE, LOST BUSINESS OPPORTUNITY, LOST DATA, COST OF SUBSTITUTE SERVICES, DELAY DAMAGES, LOSS OF GOODWILL, OR ANY DAMAGES ARISING FROM RELIANCE ON ANY OUTPUT OF THE SERVICE, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL OR EQUITABLE THEORY, EVEN IF SubRiskReview HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS WAIVER APPLIES REGARDLESS OF THE FAILURE OF ANY ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF SubRiskReview AND ITS OPERATORS, OWNERS, AFFILIATES, OFFICERS, EMPLOYEES, AND AGENTS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, FROM ALL CAUSES OF ACTION AND UNDER ALL THEORIES OF LIABILITY, IS STRICTLY LIMITED TO THE AMOUNT YOU PAID TO SubRiskReview FOR USE OF THE SERVICE IN THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. IF YOU HAVE PAID NOTHING, THE TOTAL LIABILITY IS ZERO DOLLARS ($0).
You agree to indemnify, defend, and hold harmless SubRiskReview and its operators, owners, affiliates, officers, employees, and agents from any claim, demand, loss, liability, damage, cost, or expense (including reasonable attorneys' fees) arising out of or relating to: (a) your use of the Service; (b) your reliance on any output of the Service; (c) your violation of these Terms; (d) your violation of any third-party right, including any intellectual-property or privacy right; or (e) any documents you upload that you did not have the right to upload.
These Terms and any dispute, claim, or controversy arising out of or relating to these Terms or the Service are governed by the laws of the State of New Hampshire, without regard to its conflict-of-laws principles.
All Disputes are subject to binding arbitration under Section 14. Only those Disputes that, as a matter of law, are not subject to arbitration may be brought in court. For any such non-arbitrable Dispute, the exclusive venue is the United States District Court for the District of New Hampshire, and the parties consent to its personal jurisdiction. If the federal court does not have subject-matter jurisdiction over the Dispute, then the exclusive venue is the New Hampshire state courts located in Merrimack County, New Hampshire, and the parties consent to that court's personal jurisdiction. The parties waive any objection based on venue or forum non conveniens.
Any dispute, claim, or controversy arising out of or relating to these Terms, the Service, or your use of the Service (a "Dispute") will be resolved by binding individual arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules then in effect. The arbitration will be conducted by a single arbitrator and held in Manchester, New Hampshire, or by remote means if the arbitrator so directs. The arbitrator's award is final and may be entered as a judgment in any court of competent jurisdiction.
Class action waiver. You and SubRiskReview each agree that any Dispute will be brought solely in your individual capacity and not as a plaintiff or class member in any purported class, collective, or representative proceeding. The arbitrator may not consolidate claims of more than one person.
Exceptions. Either party may bring an individual action in small-claims court if it qualifies, and either party may seek injunctive or other equitable relief in court to protect its intellectual property rights pending arbitration.
SubRiskReview may suspend or terminate your access to the Service at any time, with or without notice or cause. You may stop using the Service at any time. Sections 2, 3, 4, 8, 9, 10, 11, 12, 13, 14, and 17 survive any termination.
SubRiskReview may update these Terms from time to time. The effective date at the top of this document shows the most recent revision. Your continued use of the Service after a change constitutes your acceptance of the revised Terms.
Entire agreement. These Terms are the entire agreement between you and SubRiskReview regarding the Service and supersede all prior or contemporaneous communications, whether oral or written.
Severability. If any provision of these Terms is held unenforceable, the remaining provisions remain in full force, and the unenforceable provision is modified to the minimum extent necessary to make it enforceable while preserving its intent.
No waiver. Failure to enforce any provision is not a waiver of the right to enforce it later.
Assignment. You may not assign these Terms without SubRiskReview's prior written consent. SubRiskReview may assign these Terms freely.
No third-party beneficiaries. These Terms do not create any rights enforceable by any person other than you and SubRiskReview.
Construction. Headings are for convenience only. "Including" means "including without limitation."
Acceptance of the Terms of Use is required to screen a contract with this tool. If you do not want to accept the Terms, that is fine. You can close this browser tab, go back to the previous page, or take another look at the Terms if you have questions.
If the tab does not close automatically, your browser may not permit it. You can close it manually by clicking the X on the tab.
Find the terms that shift risk to you and keep you from getting paid.
Upload the agreement. SubRiskReview screens for the subcontract and supply-agreement terms that shift money, delay, liability, and leverage away from subcontractors and suppliers.
Use it before signing, before negotiating, or before sending the contract to counsel. The goal is simple: know where the pressure points are, understand why they matter, and avoid learning about them after the project is already underway.
SubRiskReview creates a Comprehensive Summary of all issues, a list of Negotiation Points ready to share with the contractor, and a Discussion Draft that can give an attorney a head start in making revisions.
Paste the consent form and get the five core traps flagged — starting with the waiver that leaves you unpaid for amounts owed before the bank steps in, plus change-order limits, suspension/termination limits, lien waivers, and the bank's right to reassign — each with the fix.
Subcontract risk rarely sits in one paragraph. It is spread across payment timing, owner-credit risk, incorporated documents, notice windows, delay remedies, indemnity, warranty obligations, setoff rights, suspension, and termination.
SubRiskReview is organized around how those provisions work on an actual project. It gives subcontractors, suppliers, estimators, project managers, and business owners a focused first pass before the agreement is signed, so the terms that deserve attention are easier to find and discuss.
This sample output is based on the ACME Master Subcontract Agreement demonstration contract.
The ACME Master Subcontract Agreement shifts substantial payment, flow-down, indemnity, termination, intellectual-property, and customer-restriction risk to the subcontractor. Several provisions should be discussed before signing, including but not limited to the sections referenced below.
References: Including but not limited to §§ 4.2, 4.6, and 13.3.
Why it matters: The subcontractor may forfeit payment if invoicing is late and may waive claims through final-payment and release language.
Discussion point: Preserve payment rights for performed work and limit waivers to lien rights for amounts actually received.
Generic AI can summarize a subcontract. SubRiskReview is built to interrogate it clause by clause, issue by issue, and risk by risk.
One broad prompt can produce uneven results, especially when the subcontract is long, heavily amended, or dependent on prime-contract flow-downs and incorporated documents. SubRiskReview uses a structured sequence of construction-specific analyses, each aimed at a different source of subcontractor risk.
The review separately tests payment, pay-if-paid language, retainage, setoff, lien waivers, flow-down obligations, incorporated documents, delay, acceleration, notice, claims, changes, indemnity, insurance, warranty, termination, suspension, dispute resolution, attorneys’ fees, and other provisions that affect leverage, margin, and recovery.
That structure matters because the real risk is rarely obvious from one clause by itself. It is usually the interaction between the subcontract, the prime contract, the project workflow, and what happens when payment, schedule, scope, or leverage breaks down.
SubRiskReview does not replace counsel. It gives the project team a disciplined first pass before signing, so the right issues get found, ranked, organized, and converted into negotiation points before they become job problems.
Upload a PDF or Word file. Get a risk-allocation summary, categorized issue list, and direct links to the contract text.
Upload a PDF or Word file. The system will run the full risk screen without requiring checkboxes or intake questions.
Optional, but helpful. Complete what you know and leave the rest blank.
Use a balanced screen for ordinary review. Move toward protective when the deal is higher-risk or you want more issues surfaced.
Skip this section unless something already jumps out. The full screening still runs either way.
Optional. Add any contract terms, project facts, or negotiation concerns you want the review to address specifically.
Problematic provisions are translated into practical discussion points and possible language to review with counsel. This is not a rider and is not legal advice; it is negotiation support.
Use the negotiation points to create a discussion memo, a negotiation memo (each change listed with its location, subject, and the reason it is being requested), a complete redline with tracked changes (with or without explanatory comments), or a clean amended-contract draft for review with counsel. The redline and the amended draft include the full extracted contract text with the selected revisions incorporated, not merely instructions or selected excerpts. None of these is a final legal document and each may require correction before use.
Compared against the previous contract reviewed on this device. Matching is text-based and approximate — confirm every conclusion against the documents themselves.