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Contract Abstraction With Renewal Dates
River abstracts your executed contracts into a register whose first column is a date: the last day notice can be received, and under which clause.
A contract abstraction that records ninety days notice has recorded an input, not an obligation. The obligation is a date, and reaching it takes four things the contract keeps in four different places: the commencement date, the term length, the renewal mechanic and the notice period. River computes the date, puts it in the first column, and cites the clause behind each number that produced it. Sort by that column and a portfolio nobody has opened since signature becomes a calendar.
Every extracted term carries its clause reference, so the register is checkable rather than trusted. That matters most where a cell is empty. A liability cap that is not in the contract and a liability cap nobody looked for produce the same blank, and only one of those is a finding. So absent terms are recorded as absent, with the clause range that was read to establish it, and unusual terms are flagged against what the rest of the book actually does.
This is the portfolio job, and it is not the same as reading one document. Applying a firm's settled positions to an inbound contract happens before signature. Reading a returned redline against every prior round happens during. Reading a whole contract set against a deal structure happens for a transaction. This one runs after everyone has moved on, across contracts signed by people who have left, and it answers a single question: what is owed, and by when.
An auto-renewal clause is not automatically enforceable
Wisconsin's business contract statute is worth reading even if you never litigate there, because of what it treats as the operative fact. Where a business contract with an initial term over a year renews for another term over a year, the renewal provision is unenforceable against the customer unless the seller gave written notice. That window is fifteen to sixty days before the deadline to decline. And the disclosure the statute requires at signing is not the notice period. It is the date of the deadline.
The second thing a register gets wrong is which end of the notice the deadline attaches to. Under Delaware's Uniform Commercial Code, terminating a contract other than on an agreed event requires that reasonable notification be received by the other party. Received, not sent. A register holding the date you have to post the letter is holding a date that is already too late wherever the contract or the code speaks in terms of receipt. So the register holds the receipt date and the posting date separately.
Then there is where it has to arrive. The same code defines when a person receives a notification. It is when the notice comes to their attention, or when it is duly delivered at the place of business through which the contract was made or another location they hold out for the purpose. Which is why the register carries the notice address, the method and the named recipient from the notices clause, alongside the date. A deadline met at the wrong address is a deadline missed.
How it works
Hand over the pile
Executed contracts as PDF or Word, scans included, plus order forms or anything carrying a commencement date.
Dates get computed
Commencement, term, renewal mechanic and notice period resolve into one deadline, with each input's clause recorded.
Terms come out cited
Caps, indemnities, assignment and change of control land in the register with the clause number beside each.
Gaps get named
Missing terms, missing commencement dates and contracts nobody could read come back as findings, not blanks.
What you get
- A register whose first column is the last date notice can be received, per contract
- Every extracted term carrying the clause number it came from, so the abstraction is checkable
- Absent terms recorded as absent, with the clause range read to establish it
- Renewal mechanic, notice period, notice address, method and named recipient, pulled from the notices clause
- Liability caps, indemnities, assignment and change of control read across the book, not one at a time
- The contracts it could not read, with what was unreadable and which pages
Common questions
What do I actually get back?
A Sheet and a document. The register is one row per contract, sorted by the next date that matters, with every extracted term carrying its clause number. The document names what is owed, what looks unusual against the rest of the book, and which contracts could not be read. Both are built to be checked against the paper.
What if the contracts do not say when they started?
Then the deadline column says so rather than guessing at one. A commencement date living only in an order form, a purchase order or an email is the most common gap in an executed portfolio. The register asks for it by contract rather than computing a date off an assumption you would never see.
Does it handle scans?
Yes, and it says which pages defeated it. A scanned counterpart with a skewed signature page or a fax header across the notices clause is normal in a portfolio that predates electronic execution. Those pages come back listed by contract and page number, so somebody pulls a clean copy while there is still time.
How is this different from reviewing a contract before signing?
Timing and scale. Pre-signature work is one document against a position: a firm's settled positions applied to an inbound contract, or a returned redline read against every earlier round. This runs years later, across a book signed by people who have left, and the question is what the paper already committed you to.
Does it tell me whether an auto-renewal clause is enforceable?
No. It records the mechanic exactly as the contract states it, notes where a jurisdiction imposes a separate notice or disclosure condition on the renewal, and cites both. Whether a particular clause binds a particular party is a legal conclusion, and it takes a lawyer reading the contract, the governing law and the facts.
What happens to the terms it cannot find?
They come back as absences with the clause range that was searched, which is the only way a blank cell means anything. A contract with no liability cap is a finding worth raising. A contract whose cap nobody looked for is not, and a register that renders both as empty has told you nothing about either.
Where does this sit next to a transaction?
A diligence review reads a contract set against a specific deal structure, which is a different question with different columns. This register is the standing one, maintained whether or not anything is happening. Feed it into diligence and the consent analysis starts from something rather than from a folder tree. Data protection terms are a third question: whether the systems can perform the clause.
Contract Abstraction With Renewal Dates
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