Explain a contract in plain English

**5-line summary**
This is a 12-month SaaS subscription agreement with Northwind Analytics for $48,000/year, billed annually upfront. It auto-renews unless you cancel 60 days before term end. They own the platform; you own your data. Liability is capped at one year's fees. Termination for convenience is not allowed mid-term.

**Red flags**
- **60-day auto-renewal window** (§8.2) — longer than the usual 30; easy to miss and get locked in another year.
- **Annual price increase up to 12%** at renewal (§4.3) — uncapped beyond that floor language is vague.
- **Liability cap excludes data-breach damages from the cap** only "where required by law" — narrow protection for you.

**Gaps (missing standard clauses)**
- No data-deletion / return obligation on termination.
- No SLA or uptime commitment with credits.
- No assignment clause covering what happens if Northwind is acquired.

**Negotiation leverage points**
Shorten the cancellation notice to 30 days, cap renewal increases at 5%, and add a 99.5% uptime SLA. Push for a data-return clause.

**5 questions to ask**
1. Will you cap renewal increases at 5%?
2. What's your committed uptime, and are there service credits?
3. On termination, how and when is our data returned or destroyed?
4. Does the liability cap survive a data breach?
5. Can we move to 30-day cancellation notice?

*This is not legal advice.*