Platform T&C Analysis
Nobody wins a bid in the terms. Plenty have lost one there.
Loonar measures every clause in the customer's documents against your own approved terms and classifies what deviates. Commercial risk reaches finance, legal and insurance before you commit, not after.
From package to work product
Commercial risk rarely announces itself: a liability cap that quietly disappeared, a clause buried in the technical inquiry instead of the terms.
The clause register
Every clause classified, with the rewording already drafted.
Each clause of the customer's terms is set against the position you approved and marked aligned, partial deviation, full deviation or additional clause, with a risk level attached. The assessment sits beside the clause in plain language, and where you need to push back the proposed rewording is drafted for you as tracked changes you can edit.
Clause by clause
The clause as written, beside the clause as you would sign it.
Open any line and the customer's document opens on the exact paragraph, highlighted where the clause sits. The proposed rewording sits next to it as tracked changes, cited to your own terms, so whoever owns the decision, legal, finance or insurance, reads the original and the counter-proposal in the same view rather than on a forwarded PDF.
YOUR COMPANY LTD.
9.3 Payment — Payment shall be made ninety (90) days net from the date of a correctly rendered invoice. CONTRACTOR shall retain ten per cent (10%) of the Contract price until final acceptance of the complete scope on site.
11.1 General Liability — VENDOR shall be responsible for and shall indemnify CONTRACTOR against all loss, damage and expense arising from any act or omission of VENDOR, its employees or its sub-suppliers in the performance of this Contract.
11.2 Limitation of Liability — VENDOR's aggregate liability under this Contract shall not be limited in respect of any claim arising from defective goods, delay, or breach of warranty, and any limitation of liability stated in VENDOR's own conditions of sale shall not apply. VENDOR shall indemnify CONTRACTOR against loss of production, deferred output and loss of profit arising from any such claim.
12.1 Liquidated Damages for Delay — Should VENDOR fail to deliver by the agreed date, liquidated damages shall accrue at one per cent (1%) of the order value for each week or part week of delay, payable on demand and without prejudice to any other remedy available to CONTRACTOR.
13.1 Warranty Period — VENDOR warrants the equipment against defects in material and workmanship for thirty-six (36) months from commissioning or forty-eight (48) months from delivery, whichever expires later.
These conditions apply to the Purchase Order in full and prevail over any conflicting term in VENDOR's own conditions of sale.
For and on behalf of CONTRACTOR,
Elena Marchetti
Procurement Engineer
Your Company Ltd. — Procurement & Contracts Department
procurement.ap240@yourcompany.example
Via Anselmo Trevisan 12, 20123 Milano, Italy
Review clause
11.2 Limitation of Liability High risk
Client clause (verbatim)
Proposed rewording ✎⧉
Reword with AI
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