Clausly runs every clause against current UK law — flags what's wrong, cites the exact statute, tells you what to ask for. Under 60 seconds.
Statutory default is 30 days. 90-day terms are presumed grossly unfair under s.8(1) — you forfeit statutory interest automatically.
IP transfers permanently even if you're never paid. No reversion clause. You lose your work.
+ 2 more flags · missing clauses · negotiation strategy · amendment letter
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Risk flags with severity
Critical → Low, with verbatim quotes
Exact UK statute cited
Act name, section, year — not guesswork
Missing clause scanner
Flags what isn't there but should be
Verdict + letter
Sign, negotiate, or walk away — with a ready letter
The Process
From upload to verdict in under a minute. No account required.
Step 01
Upload a PDF or paste the text. Takes 10 seconds. Your contract is encrypted in transit and deleted the moment your scan completes.
Step 02
Six specialist AI passes analyse every clause against current UK law — ERA 2025, Late Payment Act, Consumer Rights Act, Tenant Fees Act, CDPA 1988 and more.
Step 03
You get a risk score, plain-English flag explanations, exact statute references, negotiation strategy, and a ready-to-send letter draft — in under 60 seconds.
Example Output
A real scan output for a real type of contract. The clause quotes, statutes, and consequences below are representative of what Clausly produces.
Contract scanned
Westfield Creative Ltd — Freelance Service Agreement
Scanned 15 April 2026 · Completed in 47 seconds · England & Wales law
Risk Score
71/100
5 Issues Found
Business-to-business payment terms default to 30 days under the 1998 Act. A 90-day term is not automatically unenforceable, but is presumed "grossly unfair" under s.8(1) and cannot be justified for standard services. The right to withhold pending "internal approval" has no statutory basis and cannot override your right to statutory interest.
⚠ At 90 days instead of 30, you lose approximately £340 in statutory interest on a £5,000 invoice — money the law already entitles you to, forfeited by signing this clause. → Proposed wording: "Payment shall be due within 30 days of the date of invoice. Statutory interest pursuant to the Late Payment of Commercial Debts (Interest) Act 1998 shall apply automatically to sums outstanding after the due date."Under s.11 CDPA 1988, the first owner of copyright in a work is its creator. An assignment to the client is legally valid — but the phrase "whether or not payment has been made" means the IP transfer is unconditional. There is no reversion clause if payment fails. You permanently surrender your work even if you're never paid a penny.
⚠ If the client cancels the project and refuses payment, they retain your designs, code, or copywriting permanently. You cannot reclaim it or license it elsewhere without their consent. → Add: "In the event full payment is not received within 60 days of invoice, all intellectual property rights in delivered work shall automatically revert to the Contractor with immediate effect."There is no statutory requirement for a kill fee, but its absence creates a serious gap. If the client cancels after work has commenced, your contractual entitlement to compensation is nil. Your only remedy is a quantum meruit claim in court — uncertain, slow, and expensive relative to the sums likely involved in a freelance engagement.
⚠ A client can commission three months of work, cancel on day 59, and owe you nothing for completed deliverables. This happens in practice. → Add a kill fee clause: payment for all work completed to date, plus 25% of the remaining contract value as a cancellation fee, payable within 14 days of cancellation notice.A £500 liability cap is likely disproportionately low relative to the total contract value. Under the 1977 Act, liability restrictions must satisfy a reasonableness test. A cap that falls significantly below the basic contract value may be challengeable, particularly if the contract is for a higher value. This clause caps your recovery in the event of client-caused loss — defamation of your work, misuse of IP, or project sabotage.
⚠ If the client causes you £10,000 in demonstrable loss — by publicly misattributing your work, using it outside agreed scope, or inducing breach with a third party — your contractual maximum recovery is £500. → Negotiate the cap up to at least the total contract value, or link it to your professional indemnity insurance limit.7 days is legally valid for a services contract and not in itself unlawful. This is flagged as low risk, not a breach. However, 7 days is significantly below the 30-day industry norm for engagements of meaningful duration and gives you almost no pipeline security. It is worth negotiating before signing.
⚠ The client can terminate with 7 days notice. At a day rate of £450, that represents a maximum of 5 days' income secured at any given time. → Negotiate to 30 days, or add: "Notice periods of less than 30 days require payment in lieu of notice calculated at the agreed day rate."3 Missing Clauses
Kill fee / cancellation
No entitlement to compensation if the client cancels after work has commenced. Leaves you with a common law claim only.
IP reversion on non-payment
IP assignment is unconditional. Without reversion, you cannot withhold or reclaim work if payment is refused.
Dispute resolution mechanism
No defined process before litigation. Without this, a minor disagreement defaults directly to court proceedings.
Verdict
Negotiate before signing
This contract has three issues that need fixing before you sign. None are fatal — all are negotiable. Priorities:
Example Letter Output
A ready-to-send amendment request based on the scan above. Fill in your details, review it, send it. The Full Report includes 12 letter types.
[YOUR NAME / COMPANY NAME]
[ADDRESS LINE 1]
[ADDRESS LINE 2]
[CITY, POSTCODE]
[YOUR EMAIL ADDRESS]
26 April 2026
For the attention of: [RECIPIENT NAME]
Westfield Creative Ltd
[ADDRESS LINE 1]
[ADDRESS LINE 2]
[CITY, POSTCODE]
Re: Proposed Amendments to Freelance Service Agreement dated [CONTRACT DATE]
Dear [RECIPIENT NAME],
I write in connection with the Freelance Service Agreement (the "Agreement") you have provided for my review. Having examined the Agreement carefully, I am not currently in a position to sign it as drafted. I set out below the specific amendments I require before I am able to proceed.
1. PAYMENT TERMS — CLAUSE 8.3
The Agreement currently provides for payment "within ninety (90) days of invoice acceptance." Under the Late Payment of Commercial Debts (Interest) Act 1998, section 4, the default payment period for business-to-business transactions is 30 days unless an alternative period has been expressly agreed and that alternative is not "grossly unfair" to the creditor (s.8(1)). A 90-day payment period in a standard freelance services agreement is, in my view, incapable of objective justification and likely to constitute a grossly unfair term within the meaning of the 1998 Act.
I require Clause 8.3 to be amended as follows:
2. INTELLECTUAL PROPERTY — CLAUSE 12.1
Clause 12.1 provides that all intellectual property rights in works created under the Agreement shall vest in Westfield Creative Ltd "immediately upon creation, whether or not payment has been made." While I accept that a full IP assignment can be agreed between parties, the unconditional nature of this assignment — which operates regardless of whether I have been paid — is not something I am prepared to accept.
Under section 11 of the Copyright, Designs and Patents Act 1988, copyright in a work vests initially in its creator. An assignment without a corresponding safeguard tied to payment creates a position in which Westfield Creative Ltd could take possession of my work and withhold payment with no contractual risk of losing access to the delivered materials.
I require the following provision to be added to Clause 12.1:
3. CANCELLATION AND KILL FEE
The Agreement contains no provision governing compensation in the event that Westfield Creative Ltd cancels or suspends the project after work has commenced. This is a material omission. In the absence of such a clause, my entitlement to payment for work already carried out would depend on a claim in quantum meruit — an uncertain and expensive common law remedy.
I require the following clause to be inserted:
I set a response deadline of 14 days from the date of this letter. I am willing to discuss any of the above points and to reach an agreement that is fair to both parties.
Yours sincerely,
[YOUR SIGNATURE]
[YOUR NAME]
[YOUR COMPANY NAME, IF APPLICABLE]
[DATE]
Capabilities
Six specialist analytical passes. One comprehensive report.
Every clause rated Critical, High, Medium or Low. Verbatim quote from your contract. Exact UK Act cited.
Checks what's NOT in your contract. Kill fees, IP assignment, dispute resolution — flags every gap before it becomes a problem.
Sign, negotiate, seek legal advice, or walk away. One clear recommendation with reasons. No jargon, no ambiguity.
Power balance assessment. What to ask for, how to ask, and what they'll likely concede. Honest — tells you if negotiating is pointless.
Amendment request, late payment notice, breach notification, pre-action letter and 8 more. Ready to send in your tone.
ERA 2025, 2026 Late Payment reforms, FCA DCA redress scheme, Renters Rights Bill — baked in. No competitor is this current.
Why Clausly
Deep legal analysis at a fraction of the cost. Without the wait.
| Feature |
Clausly
Best value
|
DIY (ChatGPT) | Solicitor |
|---|---|---|---|
| Cost | £4.99 – £9.99 | Free | £50 – £350+ |
| Time | 60 seconds | 10 – 30 min | Days – weeks |
| UK law depth | Deep — cites Acts & sections | Shallow — no statute refs | Deep |
| 2026 legislation | Varies | ||
| Negotiation advice | Generic only | ||
| Response letter | Bespoke (expensive) |
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See the example scanFAQ
No — Clausly is an analysis tool, not a law firm. It highlights risks and explains your options in plain English. For high-stakes decisions always consult a qualified solicitor.
Freelance agreements, employment contracts, tenancies, NDAs, car finance, partnerships, SaaS terms, property documents and influencer deals.
Your contract text is encrypted in transit and deleted immediately after your scan completes. We never store your documents.
England and Wales law only, including ERA 2025, Late Payment Act 1998, Consumer Rights Act 2015, Tenant Fees Act 2019, CDPA 1988 and 2026 reforms.
Clausly will flag it and recommend you consult a Scottish solicitor — Scots law differs materially on tenancy, property and some employment matters.