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Check the defined terms in a contract
Paste a contract. River finds terms used but never defined, defined but never used, defined twice, or used inconsistently, and flags each in place.
River indexes every defined term in a contract, then checks each use against the definitions. It flags capitalized terms that are never defined, terms defined but never used, terms defined twice or differently, lowercase uses of a defined term where the defined meaning was probably intended, and definitions that hide obligations. Each flag sits on the exact words, with a suggested fix, and a table at the top lists every defined term and where it is defined.
Definition errors are small on the page and expensive in a dispute. An undefined capitalized term invites an argument about its meaning, and a term defined two ways gives each side a reading to rely on. These problems multiply as drafts are merged and schedules are added, which is why a final check before signing is worth doing.
This is for lawyers, paralegals and contract managers doing a final check on a long agreement, especially one assembled from several precedents.
Common definition problems
Most defined-term errors come from drafting by assembly. A clause borrowed from another agreement brings its own capitalized terms with it, such as "Affiliate" or "Business Day", that the new document never defines. A term renamed in one round, from "Services" to "Deliverables" for example, survives in a few clauses under its old name.
Definitions should define, not oblige. A definition that says "'Fees' means the amounts set out in Schedule A, payable within 30 days" buries a payment term where nobody looks for it. Move the obligation to an operative clause and keep the definition to meaning.
Watch lowercase uses. If "Confidential Information" is defined, a later reference to "confidential information" may or may not mean the same thing, and the difference can decide what is protected. Either capitalize it or make the different meaning clear.
How it works
Paste the contract
Paste or attach it, including schedules and exhibits if they use the same definitions.
River indexes the terms
Every definition, inline or in a definitions section, is listed with its uses.
Review the flags
Each problem is flagged on the exact words with a suggested fix, plus a table of terms.
Fix in chat
Ask River to apply the fixes you accept as edits to the document.
What you get
- A table of every defined term, where it is defined, and how often it is used
- Flags on capitalized terms used without a definition anywhere in the document
- Terms defined but never used, or defined twice with different meanings
- Lowercase uses that may have been meant as the defined term
- Definitions that contain obligations, and broken cross-references to definitions or schedules
Common questions
What counts as an undefined term?
A capitalized word or phrase used as if it had a defined meaning, mid-sentence, that is not defined anywhere in the document, its schedules, or a document it expressly incorporates. Names of parties, places, statutes and headings are not flagged. If a term is defined in another agreement the contract refers to, River notes that rather than flagging it as missing.
Does it handle inline definitions?
Yes. Definitions in parentheses, such as (the "Software"), count the same as entries in a definitions section, and River records where each one is.
Will it change my document?
Not unless you ask. The check adds flags only. Afterwards, tell River which fixes to apply and it will make those edits, keeping the rest of the text as it is.
Is a term used before it is defined a problem?
Not by itself, since most contracts define terms in one section and use them throughout. River notes it only where the term appears long before an inline definition, because readers may not know a defined meaning applies.
Does it check the meaning of definitions?
It flags definitions that are circular, contain obligations, or conflict with each other. Whether a definition is commercially right for your deal, for example how broad "Confidential Information" should be, is a judgement River will comment on only if you ask.
Check the defined terms in a contract
Describe what you need, add any files you have, and your workspace opens with the work already underway.