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RFP Defender | Deal Breaker Protocol

SECTION 1: GLOBAL IDENTITY & JURISDICTION

We use this to establish your legal "Home Court" and identify cross-border risks.

Where should we send the Risk Report?

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The final PDF analysis will be delivered here.

Where is your Legal Headquarters (HQ)?

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This defines your "Home Jurisdiction." We will flag any contract that forces you to litigate outside your home region, which increases legal costs by 5x-10x.

Global Sanctions & Export Control Profile

Do you sell items, technology or service that is regulated by international arms/dual-use treaties? (e.g., Encryption, AI, Defense).

Global Sanctions & Export Control Profile

US Export Controls: We are subject to EAR / ITAR restrictions.

EU Dual-Use: We are subject to EU Dual-Use Regulation 2021/821.

Sanctions Sensitive: Flag any mention of "OFAC," "Denied Parties," or specific sanctioned countries (Iran, Russia, etc.).

SECTION 2: FINANCIAL SURVIVAL (GLOBAL CURRENCY & CASH)

Protect your margins against inflation and currency crashes.

Permitted Billing Currencies

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Select the ONLY currencies you can accept. If your costs are in Euros but you accept a contract in a volatile currency, you lose money.

Permitted Billing Currencies

USD ($) - United States Dollar

EUR (€) - Euro

GBP (£) - British Pound Sterling

CAD ($) - Canadian Dollar

AUD ($) - Australian Dollar

SGD ($) - Singapore Dollar

JPY (¥) - Japanese Yen

CHF (Fr) - Swiss Franc

AED/SAR - Middle East Currencies

Payment Terms: The "Cash Crunch" Limit

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Startups and SMEs die on long payment terms. Select your absolute "Walk Away" limit.

Payment Terms: The "Cash Crunch" Limit

A

Net-30: Flag terms > 30 days.

B

Net-45: Flag terms > 45 days.

C

Net-60: Flag terms > 60 days.

D

Net-90: Flag > 90 days (High Risk).

E

"Pay-When-Paid" (Kill): Flag clauses where payment is contingent on the client getting paid first (common in Construction/Consulting).

Inflation & Price Locks

For multi-year contracts, "Fixed Pricing" destroys margins if inflation rises.

Inflation & Price Locks

Flag "Fixed Price" > 12 Months: Warn me if price increases (CPI/RPI) are prohibited after year 1.

Flag "Benchmarking": Warn me if the client demands the right to audit and lower my prices to match "market rates."

SECTION 3: LIABILITY & RISK (THE COMPANY KILLERS)

These clauses can bankrupt any company, regardless of industry.

Liability Caps (The Shield)

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If your product/service fails and causes a massive loss, what is the maximum you can pay?

Liability Caps (The Shield)

A

Conservative (1x Fees): Cap must not exceed 100% of contract value.

B

Standard (2x Fees): Cap must not exceed 200% of contract value.

C

High Risk (3x+): Cap must not exceed 300%+ (Only for massive deals).

D

Kill Unlimited: Flag ANY "Unlimited Liability" clause (except for Fraud/Death).

Mandatory Damages Exclusions

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You generally cannot insure against these risks. You must exclude them to survive a lawsuit.

Mandatory Damages Exclusions

Flag if "Consequential Damages" are NOT excluded. (Indirect/Special Loss).

Flag if "Lost Profits" are NOT excluded. (Revenue Loss).

Flag if "Loss of Data" liability is NOT capped. (Data Loss)

Indemnification Triggers (The Sword)

"Indemnity" means you pay the Client's legal bills. Which types do you refuse?

Indemnification Triggers (The Sword)

Refuse 3rd Party Claims: Flag "Broad Form" indemnity (paying for Client's own negligence).

Refuse Uncapped IP Indemnity: Flag if IP infringement claims are not subject to the Liability Cap.

Refuse Regulatory Fines: Flag if we must pay the Client's GDPR/Data/Safety fines.

SECTION 4: GLOBAL COMPLIANCE & SOVEREIGNTY

Where must data/goods stay to comply with local laws?

Data & Work Residency

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Do you have legal obligations to keep data (or physical work) inside one region?

Data & Work Residency

A

No Restriction: Global / Cloud.

B

EU Fortress: Flag transfers to US/Asia (GDPR).

C

US Sovereignty: Flag transfers outside USA.

D

UK Sovereignty: Flag transfers outside the UK.

E

Australia: Flag transfers outside Australia.

F

(Middle East): Flag transfers outside Middle East.

G

India (DPDP): Flag transfers outside India.

H

Local Only: Flag transfers outside my Home Jurisdiction.

Operational Support Access

Defense/Govt often bans "Offshore Support" (staff in India/Philippines).

Operational Support Access

A

Global Teams: We use global/offshore support.

B

Restricted: Flag "No Offshore Access" or "Citizenship Requirements."

SECTION 5: CERTIFICATIONS & STANDARDS

The technical "Gatekeepers." If you lack these, you are auto-disqualified.

Missing Certifications (The Deal Killers)

Select ONLY the certifications you LACK. If the RFP demands them, we will flag it as a "No-Go."

Missing Certifications (The Deal Killers)

SOC 2 Type II (Global SaaS Standard)

ISO 27001 (International Security)

FedRAMP (US Federal Govt)

StateRAMP (US State Govt)

CMMC (US Defense - New 2025 Requirement)

IRAP (Australia Govt)

TISAX (German Automotive)

HDS (French Healthcare)

Cyber Essentials Plus (UK Govt)

PCI-DSS (Credit Card Processing)

HIPAA (US Healthcare)

SECTION 6: BUSINESS MODEL & IP

Who owns the work?

What is your Business Model?

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This determines who owns the Intellectual Property (IP) at the end.

What is your Business Model?

A

Product / IP Owner: We sell a standard product (Software, Hardware, Reports). We MUST own the IP.

B

Service / Work-for-Hire: We build custom solutions. Client can own the output.

C

Reseller: We resell 3rd party goods.

Escrow & IP Security

"Escrow" means depositing your designs/code in a vault for the client.

Escrow & IP Security

Refuse Escrow: Flag ANY requirement for "Source Code Escrow" or "Design Deposit."

SECTION 7: OPERATIONS & LOGISTICS

Can you actually deliver this?

Delivery Model Restrictions

Select the demands you cannot fulfill.

Delivery Model Restrictions

Flag "On-Premise / Local": Warn me if they want local installation (we are Remote/Cloud only).

Flag "Physical Audit": Warn me if they want to inspect our factory/office.

Subcontracting

If you use freelancers, you are "Subcontracting."

Subcontracting

Flag "No Subcontracting": Warn me if they ban subcontractors or require written consent for every vendor change.

SECTION 8: THE EXIT

Getting out safely.

Termination Traps

Protect your revenue predictability.

Termination Traps

Flag "Termination for Convenience": Warn me if they can cancel without cause (e.g., "30 days notice").

Flag "Free Exit": Warn me if transition help must be free.

SECTION 9: DOCUMENT UPLOAD

Upload RFP Document

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PDF or DOCX only. Max 10MB. (Please remove highly sensitive secrets if possible).

Size limit: 10 MB

Disclaimer

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Disclaimer

"I understand this report is an automated AI analysis for research purposes and does not constitute legal advice."