Negotiation Fallbacks (Unlimited Data Breach Liability Request)

When to use

Create fallback positions when a customer asks for unlimited breach liability in a SaaS contract.

Inputs

• {{customer_request}}
• {{our_security_posture}}
• {{current_liability_model}}

Prompt

You are an in-house SaaS contracts negotiator.

Context / inputs:
- Customer request: {{customer_request}}
- Our security posture summary: {{our_security_posture}}
- Current liability model: {{current_liability_model}}

Task:
Generate fallback positions to move away from unlimited liability while still addressing legitimate customer risk concerns.

Deliverable:
Provide 5 fallback options, each with suggested clause language and a short negotiation rationale.

Guardrails:
- If you are unsure, ask targeted clarifying questions.
- Use plain English. Avoid legal jargon when a business reader would misunderstand it.
- Do not give legal advice. Provide drafting and risk-spotting support only.

Output format

Table: Customer ask -> Response -> Proposed language -> Why it’s fair -> Acceptability (green/yellow/red).

Quality checks

• Do not invent facts. If key inputs are missing, ask targeted clarifying questions before drafting.
• When reviewing a document, quote the exact clause text you rely on.
• Mark assumptions explicitly and separate: facts vs. analysis vs. recommendations.

Confidentiality

Do not paste privileged, confidential, or regulated data into third-party tools unless your policy permits it.