Is AI contract review legal advice?
Counteroffer · Answers · general Source: https://trycounteroffer.com/answers/is-ai-contract-review-legal-advice
Short answer: No. Counteroffer is a contract analysis service, not a law firm. We provide structured analysis of your specific contract against legal frameworks and market benchmarks, but we don't provide legal advice, can't represent you in disputes, and don't have attorney-client privilege. For legal advice you need an attorney licensed in your state. Counteroffer's analysis is informational and educational, designed to help you understand your contract and prepare to negotiate. We refer to attorneys when situations require legal counsel.
The legal distinction
Legal advice is a specific service licensed attorneys provide. It involves applying law to your specific situation with the responsibility and ethical obligations of legal practice.
Contract analysis is different. It's:
- Reading and analyzing the language of a specific contract
- Comparing the contract to standard practice and applicable legal frameworks
- Identifying potentially negotiable items
- Suggesting language for negotiation
Counteroffer provides contract analysis. We don't provide legal advice.
Why this matters
The distinction matters for several reasons:
Practice of law restrictions. Each state regulates who can practice law within its borders. Practicing law without a license is illegal. Counteroffer's service is designed to stay clearly within the contract analysis space, not the legal practice space.
Attorney-client privilege. Communications with an attorney are protected by privilege. Communications with Counteroffer are not.
Professional responsibility. Licensed attorneys have specific ethical obligations (zealous advocacy, conflict checks, etc.). Counteroffer reviewers operate under confidentiality but not attorney professional responsibility rules.
Liability framework. Legal malpractice is a specific cause of action against attorneys. Counteroffer provides services under standard commercial contract terms.
Scope of service. Attorneys can represent you in disputes, file pleadings, and appear in court. Counteroffer cannot.
What Counteroffer does
Specifically, our service:
- Analyzes the language of contracts you submit
- Identifies negotiable items based on a curated rubric of contract patterns
- Benchmarks compensation against current market data
- References applicable legal frameworks (statutes, cases, federal rules) with citations
- Suggests counter language ready for you to use in your own negotiation
- Flags situations where attorney consultation is appropriate
- Delivers a structured PDF report
The output is informational and educational. You read the analysis, you decide what to do, you execute the negotiation yourself.
What Counteroffer doesn't do
We don't:
- Provide legal advice tailored to your specific facts as an attorney would
- Tell you whether to sue, file an EEOC charge, or take other legal action
- Communicate with your employer or any third party on your behalf
- Represent you in disputes
- File pleadings or appear in court
- Provide opinion letters or formal legal opinions
- Make legal arguments at the level of specificity required for litigation
For these, you need a licensed employment attorney.
When you need legal advice instead
Specific situations call for attorney consultation rather than contract review:
- Active or imminent litigation
- Cease-and-desist letters received
- Suspected discrimination, retaliation, or whistleblower issues
- Active dispute with current or former employer
- Section 16 officer matters
- Complex tax structures (280G, deferred compensation)
- Multi-jurisdiction conflicts of law
- Active EEOC charges or government investigations
- Decisions about whether to sue or pursue formal legal action
In these situations, Counteroffer refers customers to vetted employment attorneys in their state. We don't proceed with a contract review when the situation calls for legal counsel.
How we handle the legal advice line in practice
Every Counteroffer review includes:
- A disclaimer that the service is not legal advice
- A statement that we are a contract analysis service, not a law firm
- An advisory that for legal advice, the customer should consult an attorney
- Specific escalation criteria flagged when applicable
When a customer's situation calls for legal advice rather than contract analysis, we either:
- Refund their payment and refer to vetted counsel before proceeding
- Deliver the contract analysis but flag specific items for attorney consultation
- Decline to provide a review and refer to counsel
The choice depends on whether the contract analysis itself is useful as a starting point or whether the situation requires legal advice exclusively.
Why this works for most situations
For most professionals evaluating a severance offer, employment contract, or non-compete:
- The need is to understand what the contract says and what's negotiable
- The relevant comparisons are market benchmarks and standard practice
- The action is to negotiate, not to litigate
- A structured contract analysis provides exactly the support needed
For these situations, Counteroffer's service is appropriate and useful. Legal advice is not required.
For the smaller set of situations where active dispute or litigation is involved, legal advice is essential. We refer to attorneys.
What to do next
If you want a contract analysis (not legal advice) for your specific severance, offer, or non-compete, see Counteroffer's services.
If you have active legal disputes, litigation, or potential discrimination claims, email hello@trycounteroffer.com and we'll refer you to vetted employment attorneys in your state.
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Get your contract reviewed
If you want a delivered review of your specific document with cited authority and counter language, see https://trycounteroffer.com/general.
Last updated: Sun May 31 2026 00:00:00 GMT+0000 (Coordinated Universal Time)
Counteroffer is a contract analysis service, not a law firm. This page is informational, not legal advice.