Check what you were sent

Compare an NDA with the Common Paper Mutual NDA, or a SAFE with Y Combinator's post-money SAFE, clause by clause. The document is processed in this tab and nothing is uploaded.

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Mutual and one-way NDAs and post-money SAFEs are compared clause by clause. Other documents are identified but not checked.

The text stays in this tab. It is not sent anywhere, and it is not saved unless you save the report.

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Used only to note when the courts named are in another state.

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Each clause is set beside the public standard and marked in line, unusual, ask a lawyer or missing (a clause the standard has), with the words it is based on. A clause the check cannot locate is marked not found.

What the checker reads.

Clauseworthy is not a law firm and does not give legal advice. A flag compares wording with a standard; it is not an opinion about your deal.

In an NDA

Compared with Common Paper Mutual NDA:

  • Who is protected
  • What counts as Confidential Information
  • Standard exclusions
  • How long the agreement lasts
  • How long secrets stay protected
  • Disclosure required by law
  • Return or destruction
  • Residuals clause
  • Non-solicitation or non-compete inside the NDA
  • No licence and no obligation to proceed
  • Injunctions and equitable relief
  • Governing law and where disputes go
  • Assignment
  • Liquidated damages or indemnity
  • Feedback or IP assignment
  • Whistleblower immunity notice (DTSA)

In a SAFE

Compared with Y Combinator post-money SAFE:

  • Valuation cap and discount
  • Post-money or pre-money
  • Most-favoured-nation term
  • Pro rata rights
  • Liquidity and dissolution priority
  • Matches the YC form's defined terms
  • Board seat
  • Information rights
  • Interest or maturity date
  • Redemption or repayment on demand

What this does not do

  • It reads wording, not intent: a clause phrased very differently from the standard can be missed.
  • Scanned PDFs have no text to read; paste the text instead.
  • It does not know your deal, your leverage or your state's case law.

Questions about the checker

Is my document uploaded?

No. The text is read and compared in this browser tab. A PDF is read with a copy of pdf.js served from this site; no page makes a request that carries your text. Close the tab and it is gone, unless you saved the report to your desk.

What does "unusual" mean?

That the document contains a term the public standard does not contain at all, such as a residuals clause in an NDA. It is a difference, not a verdict: a term can be unusual and still acceptable for your deal.

Can it check other contracts?

Not yet. It identifies convertible notes and other documents, but compares only NDAs and SAFEs, because those are the two with a public standard to compare against.