Why Letting the Client “Send Their Paper” Can Cost You

You’re about to close a deal, and the client sends over their contract. Maybe it’s a master services agreement, maybe just terms embedded in a quote. It seems faster to just sign it and move on.

But those client-supplied contracts often include dangerous clauses that shift risk directly onto you. Here’s what we see most often, and how to protect your business before you sign.

Top 5 Red Flag Clauses

1. Unlimited Indemnity: You agree to cover any loss the client suffers, no cap, no limits. One incident could sink your business.
2. Strict SLAs Without Carveouts: You’re liable for every second of downtime, even if the failure was caused by the client, a vendor, or their internet provider.
3. Vendor Liability Assumptions: If you rely on third-party tools (like cloud hosting, backup platforms, or AI models), some contracts make you responsible for their failure.
4. Retroactive Data Terms: Some contracts apply data obligations going back months, even if you weren’t handling sensitive information at the time.
5. Unilateral Termination: The client can cancel anytime, but you’re still on the hook for remaining deliverables or costs.

Why This Happens

Client-supplied contracts are often designed for much larger vendors. If you’re a small or midsize provider, they force you to accept terms you’d never agree to if you had a say.

How Monjur Helps

• Use your own MSA and Service Attachments to stay in control.
• Attorney-drafted language that allocates risk fairly
• AI Legal Assistants that flag dangerous redlines and propose safer alternatives
• Smart Hyperlinks that connect every quote to your terms, not theirs

Bottom Line

You don’t need to argue about every clause, but you do need a system that protects your business when the pressure’s on.