The Acceptance Contract the vendor signs — before the SOW is drafted.
Palantir FDE engagement letter? Anthropic-Blackstone JV term sheet? OpenAI DeployCo pitch? Big-4 transformation deck? Send it to us before you ask the vendor to draft a SOW. In 5 business days you get the Acceptance Contract the vendor must sign first — testable acceptance criteria, phase-gate plan with kill triggers, fee caps, lock-in defense, and the 42-question audit — for a flat $25K.
When you should run the Validator first
The window is BEFORE the vendor drafts the SOW. Once a SOW exists, you are negotiating on their language. Run the Validator and you negotiate on yours.
Palantir FDE engagement letter
Foundry license required, AIP required, solutions cannot be exported to non-Foundry environments, methodology IP retained by vendor. $4.5M–$12M anticipated exposure. We'll draft the portability terms and Phase 2 cap that make this engagement workable.
Anthropic-Blackstone JV / OpenAI DeployCo
Model-provider services arm. $2M–$15M typical exposure. Often impossible to exit after month 3 without losing all configured agents. We'll build the data-retention cap, the model-provider exit clause, and the checkpoint gates that let you walk away.
Big-4 transformation pitch
$1M–$5M consulting engagement. Phase 2/3 pricing always deferred. Team substitution rights unilateral. Acceptance criteria vague. We'll make every deliverable falsifiable and lock the team named in Phase 1.
Five-stage independent pipeline
Same Hermes-style multi-sub-agent architecture as our Intelligence Graph, tuned for vendor-pitch analysis. Per-stage model routing: structured extraction on flash; judgment-heavy stages on v4-pro (1.6T parameters).
Vendor Engagement Parse
Faithfully extracts what the vendor actually pitched — engagement type, workstreams, fee exposure range, team commitments, IP retention claims, runtime lock-in signals, governance posture. Quotes load-bearing language verbatim from the engagement letter, term sheet, or pitch deck. We do not infer; we only record what was said.
Buyer Environment Ontology
Runs the Intelligence Graph ontology pipeline on your environment docs to ground every Acceptance Criterion in your actual systems, workflows, and risk register. When the vendor proposes a "procure-to-pay agent" but your IG ontology shows three different P2P workflows by business unit, the contract carries criteria per unit — not a generic single threshold.
Acceptance Contract Drafting
Drafts the document the vendor signs BEFORE any SOW. Every Acceptance Criterion carries four pillars: the named artifact, the measurement protocol, the measurement timing, and the measurement owner. Plus fee structure (Phase 2 capped, not deferred), liability terms, IP terms, portability terms, data residency, and governance requirements. Severity tiers: critical sign-blocker, important, minor.
Phase-Gate Plan with Kill-Criteria
Builds the 4-gate stage plan with explicit kill triggers at each gate. Payment release percentages are tied to Acceptance Criteria pass/fail — never to vendor self-attestation. Includes alternative-SI exit clauses, no-penalty termination provisions, and the dollar consequences of each kill trigger.
Pre-Contract Checklist Audit
Applies our 42-question Pre-Contract Checklist against the vendor pitch. Every question is marked answered (✓), dodged (red flag, with the dodge text quoted), or must-ask (vendor was silent). Distilled from real Anthropic-Blackstone JV, OpenAI DeployCo, Palantir FDE, Big-4 transformation, and GSI mega-deal engagements.
What an Acceptance Criterion reads like
Actual sample criteria from a Pre-Contract Validation of a Palantir FDE engagement letter. Every criterion carries the four pillars: artifact, measurement protocol, measurement timing, measurement owner — plus the dollar consequence of failure.
Liability cap raised to 2× total contracted fees
MSA Section 8 (Limitation of Liability) replaced with the buyer's standard cyber-aware language. Cap is 2× total contracted fees (all phases), with carve-outs for IP infringement, breach of confidentiality, gross negligence, and willful misconduct.
Verified at MSA execution and at every SOW execution thereafter.
Buyer General Counsel + Buyer CFO.
No MSA execution. Engagement does not commence.
Quarterly portability artifact bundle delivered in non-proprietary formats
Vendor delivers a zip containing: all workflows as BPMN 2.0 XML; all agent APIs as OpenAPI 3.1 YAML; all ontology types as JSON Schema; all source-system mappings as DBT YAML. Source code for buyer-side configurations in third-party escrow.
Day 90, Day 180, Day 270, Day 360. Buyer-internal review by Day +14 of each delivery.
Buyer CTO + Buyer Procurement.
Cure window 30 days. After cure, buyer exercises portability option to alternative SI; 50% of remaining Phase 2 fees forfeit.
Phase 2 total fees capped at 1.5× Phase 1 fee, written into MSA
Phase 2 fee schedule documented in MSA Annex C as a hard ceiling: not-to-exceed 1.5× the executed Phase 1 fee. Phase 2 acceptance criteria pre-defined as part of Phase 1 deliverables. Buyer retains right to engage alternative SI for Phase 2 with no Phase 1 penalty.
Verified at MSA execution; re-verified at Phase 1 close.
Buyer CFO + Procurement.
Phase 2 does not commence without buyer countersignature. Buyer retains all Phase 1 deliverables under perpetual license.
Four deliverables, hand-off-ready
Acceptance Contract (Word, 25–40 pages)
The paste-ready CFO artifact — the document the vendor signs before any SOW is drafted. Cover page with signature posture (SIGN / DEFER / REJECT), structured Acceptance Criteria by severity (each with the 4-pillar measurement protocol table), fee structure table with Phase 2 cap and milestone schedule, full liability/IP/portability/data-residency/governance terms sections, and signature lines. Hand to your CFO.
Phase-Gate Plan (Markdown)
Detailed stage-by-stage plan: 4 gates with timing (Day 30 / 60 / 90 / 180), payment release percentages, deliverables required by gate, kill-criteria (with quoted exit conditions), and steering-committee go/no-go protocol. Used internally as the buyer team's execution runbook.
CFO Briefing Deck (PowerPoint, 10 slides)
Cover + signature posture pill, engagement context, fee structure summary, critical Acceptance Criteria, phase-gate plan, legal terms required, checklist audit summary, IG ontology snapshot, and next-steps page. Steering-committee-ready in under one meeting.
Ontology Snapshot (JSON)
Machine-readable ontology of your buyer environment as extracted in Stage 2 — systems, workflows, master-data domains, business entities. Drops into the buyer's data catalog or governance tooling. Source of truth for every grounded Acceptance Criterion in the contract.
Why the Validator is the right pre-signature defense
The First Acceptance Contract Architecture in the Industry
Most consulting engagements are reverse-engineered after the fact — the vendor delivers what they wanted, the buyer learns to live with it. The Acceptance Contract inverts that: the buyer says exactly what "done" looks like, with falsifiable criteria, and the vendor must sign that BEFORE any SOW is drafted. The contract is the negotiating leverage.
Grounded in Your Environment, Not Generic
The validator runs our Intelligence Graph ontology pipeline on your environment docs in Stage 2. When the vendor proposes a single "P2P optimization agent" but your IG ontology shows three different P2P workflows by business unit (Aerospace / Industrial / Service), the contract carries per-unit acceptance criteria. The vendor cannot collapse them into a vendor-friendly average.
Phase-Gate Plan with Hard Kill Triggers
Every payment release percentage is tied to acceptance-criteria pass/fail, not to vendor self-attestation. Each gate has a named kill-criterion with the dollar consequence of pulling the plug. Payments are NEVER released > 50% before Day 60 unless every Phase 1 acceptance criterion has passed.
Lock-In Defense Built-In
For Palantir FDE, Anthropic-Blackstone JV, OpenAI DeployCo, and Foundry-class engagements, the contract automatically requires non-proprietary portability artifacts: BPMN 2.0 for workflows, OpenAPI 3.1 for agent APIs, JSON Schema for ontology types, DBT YAML for source tables. Source code in third-party escrow. Quarterly portability bundles. No vendor escapes this section.
42-Question Pre-Contract Checklist
Same proprietary checklist as Proposal Calibrator (SKU 2), distilled from real Anthropic-Blackstone JV, OpenAI DeployCo, Palantir FDE, and Big-4 readiness RFPs. Applied automatically against the vendor pitch. Every dodged question becomes a must-ask before signature.
5-Business-Day Cycle
Submit the vendor pitch / engagement letter Monday morning, get the Acceptance Contract + Phase-Gate Plan + CFO Briefing Deck back by Friday. The compute itself runs in 5–10 minutes; the rest of the cycle is buffered for the live 60-minute principal review.
Pre-Contract Validator vs Proposal Calibrator
Two different points in the procurement timeline. Use both for high-stakes engagements.
| When to run | SKU 3 — Pre-Contract Validator | SKU 2 — Proposal Calibrator |
|---|---|---|
| Timing | BEFORE the vendor drafts the SOW | AFTER the vendor delivers the SOW |
| Input | Vendor pitch / engagement letter / term sheet | Drafted SOW / consulting proposal |
| Primary output | Acceptance Contract (the document vendor signs first) | Calibrated Redline of the existing SOW |
| Fee | $25K flat | $15K flat |
| Best when | $1M+ engagement, multi-year, lock-in risk | $200K–$800K consulting SOW already in hand |
Refund if you don't see 5× the fee
If our Acceptance Contract doesn't identify at least $125K of avoided risk (5× the $25K fee) in the vendor engagement within 7 days of delivery, we refund. No questions, no clawbacks.
Draft an Acceptance Contract