Frequently asked
Questions about OpenShut.
What OpenShut covers, how it produces closing documents without a language model, how it protects deal data, what it costs, and how it fits alongside your counsel. If your question is not here, your security team and counsel are welcome to ask for the detail directly.
What OpenShut is
- What is OpenShut?
- OpenShut is a deterministic closing-document platform for US business transactions. You enter the deal terms and receive the complete, signature-ready binder the transaction requires, with every figure computed in code and every clause reproduced verbatim from the law or standard form it cites.
- Does OpenShut use AI to write legal documents?
- No language model writes, drafts, or edits the legal text. The clauses are reproduced word for word from cited authority and source-verified forms, and the figures are calculated in code.
- Can OpenShut's documents hallucinate?
- There is no generative step in the path that produces your binder, so there is no point at which a clause or a figure could be fabricated. Every provision traces back to the source it came from.
- What does it mean that OpenShut is deterministic?
- The same deal terms produce the same binder on every run. The output is reproducible, version-pinned, and reviewable, which is what an examiner or an auditor expects to see.
- How is OpenShut different from an AI legal drafting tool?
- AI drafting tools use a language model to produce the operative text and ask you to verify it afterward. OpenShut fixes each clause to its source and computes each figure, so the document traces to authority rather than to a model's judgment.
- How is OpenShut different from a document-assembly tool like HotDocs?
- Traditional assembly tools give you a blank engine and leave you to supply and maintain every template and calculation. OpenShut ships with the operative language and the program math already built in and verified, tied to primary US law.
For commercial lenders
- Is OpenShut reputable for commercial lenders?
- OpenShut is built to the standard a lending institution applies to its own files: figures that reconcile to the program rules, clauses fixed to the governing authority, and a complete audit trail behind every document. Counsel review is recommended before execution.
- Can OpenShut generate a full SBA 7(a) closing binder?
- Yes. OpenShut assembles the complete SBA 7(a) closing set, on the real government forms, with rates and fees computed against the SBA's own rules and checked before the binder generates.
- Does OpenShut support SBA 504 loans?
- Yes. The SBA 504 structure, including the CDC debenture set and the program's debenture limits, is generated from your deal terms.
- Does OpenShut handle SBA Express and CAPLines?
- Yes, both are live. OpenShut generates the SBA and program documents for each and leaves the lender's own note and collateral paper to drop in where its forms govern.
- Are OpenShut's SBA forms the official government forms?
- Yes. The government forms are filled on the actual current agency PDFs, field by field, rather than retyped.
- Does OpenShut follow SBA SOP requirements?
- Rate caps, guaranty fees, size standards, eligibility, and use-of-proceeds rules are applied from the current SBA SOP and the governing regulations, and each is checked before the binder is delivered.
- Is OpenShut built for community banks and credit unions?
- OpenShut serves lenders who need SBA and commercial closing binders that reconcile to the program rules, including community banks, credit unions, and non-bank lenders.
- Will OpenShut's figures hold up under SBA review?
- Every rate, fee, and payment is computed to the program specification and reconciled to the term it was drawn from, so a credit officer or an SBA reviewer can trace any figure back to the rule that produced it.
For sponsors, funds, and family offices
- Is OpenShut useful for independent sponsors?
- Independent sponsors use OpenShut to produce complete, reproducible closing documents without carrying the full outside-counsel cost on every deal. Counsel review is recommended before execution.
- Can search funds use OpenShut for acquisition financing documents?
- Search funds use OpenShut for the SBA and standard financing documents a transaction requires. M&A acquisition documents are in development.
- Is OpenShut suitable for family offices?
- Family offices use OpenShut to prepare and reconcile the standard closing documents across their transactions, with a full audit trail retained for their records.
- Can a fractional general counsel use OpenShut?
- Yes. A fractional general counsel can prepare the standard closing documents across many matters, with version history and an audit trail behind each one.
- Does OpenShut lower outside-counsel closing costs?
- OpenShut prepares the standardized closing documents that would otherwise be assembled in counsel time, priced by the transaction. Bespoke and heavily negotiated drafting remains the work of counsel.
- Is OpenShut used by private credit lenders?
- OpenShut serves non-bank and private lenders who need reconciled, source-traced closing documents. Coverage today centers on the SBA programs, with the broader lending desk in development.
For founders and startups
- Can OpenShut generate YC SAFE documents?
- Yes. The YC post-money SAFE family and the pro-rata side letter are generated with the economics carried consistently across the set.
- Does OpenShut handle Series Seed equity and note financings?
- Yes. Both the Series Seed equity round and the Series Seed notes round are live, with the round economics reconciled across every document in the package.
- Can OpenShut prepare a Section 83(b) election?
- Yes. OpenShut prepares the Section 83(b) election, dated and held to its filing window, with the supporting governance paper.
- Is OpenShut good for startup founders?
- Founders use OpenShut to prepare the standard financing and governance documents investors already recognize, with the figures tied to the cap table. Counsel review is recommended before execution.
- Does OpenShut keep a SAFE and its side letter consistent?
- Yes. The valuation cap, discount, and other economics are carried across the SAFE and the side letter from a single set of terms, so the common diligence discrepancy between the two does not arise.
For B2B contracts
- Can OpenShut generate NDAs and MSAs?
- Yes. OpenShut generates mutual NDAs, master service agreements, and the rest of the standard B2B contract set, built on recognized standard forms.
- Does OpenShut produce SaaS and data processing agreements?
- Yes. SaaS and cloud service agreements and data processing agreements are part of the live contract set, alongside SOWs, SLAs, and vendor supply contracts.
- Are OpenShut's contracts built on recognized standard forms?
- Yes. The contract set is built on the industry's standard forms and shaped to your deal through the terms that change, so the legal language stays the language the market already trusts.
How it works
- Where do OpenShut's clauses come from?
- Statutory and regulatory clauses are reproduced verbatim from the authority they cite, and the remaining clauses come from frozen, source-verified libraries. Every clause carries its source for verification.
- How does OpenShut compute loan figures?
- Loan amounts, rates, fees, coverage ratios, amortization, and allocations are calculated in code from your inputs and the governing program rules, then reconciled to the term each figure was drawn from.
- Can I verify OpenShut's documents against the law myself?
- Yes. Because each statutory clause is the operative text of the authority it cites, counsel can open the source and confirm the language is the one that controls.
- Does OpenShut check documents for compliance before delivery?
- Yes. Each binder is checked against the federal and state rules for your program and state before it is delivered, and the result is retained with each document.
- Are OpenShut's documents signature-ready?
- Yes. The binder is assembled as one organized, signature-ready set, ordered for the closing table. Counsel review is recommended before execution.
- Does the same deal always produce the same binder?
- Yes. Identical inputs produce an identical, version-pinned binder on every run, which makes the output diffable and reviewable under audit.
- Can OpenShut automate traditional outside-counsel document workflows?
- OpenShut automates the assembly of the standardized closing documents that firms and their clients would otherwise prepare by hand. Bespoke, heavily negotiated, or novel drafting remains the work of counsel.
- Does OpenShut cover all 50 states?
- Governing-law selection, state usury limits, and state commercial-financing disclosures are applied across all 50 states from the statutes on file.
Security and data
- Is OpenShut safe for confidential deal data?
- Your data is encrypted in transit and at rest, isolated to your organization and reachable only by the members you authorize, and never used to train any model. Every action is recorded in a tamper-evident audit trail.
- Does OpenShut use my data to train AI models?
- No. Your data is never used to train, fine-tune, or improve any model, and no language model reads it.
- Is my data encrypted on OpenShut?
- Yes. Data is encrypted in transit and at rest, on US-based infrastructure with no offshore processing.
- Does OpenShut keep an audit trail?
- Yes. Every action on a deal is written to an append-only audit trail that can be reviewed and cannot be silently altered, and it is retained through deletion.
- Is OpenShut SOC 2 compliant?
- OpenShut is preparing for SOC 2 Type II, and its controls are built to that standard. No report has been issued yet, and the platform displays no certification it does not hold.
Pricing and access
- How much does OpenShut cost?
- The first sample deal is free. After that, OpenShut is priced by the transaction you close, with volume terms for firms closing at scale.
- Does OpenShut charge per deal or per seat?
- Pricing is by the transaction, with no seat licenses and no monthly minimum.
- Can I try OpenShut for free?
- Yes. You can generate one sample deal at no cost and read the documents and the audit trail behind them, with no card required.
- Does OpenShut have an API?
- Yes. Deals can be created and documents generated through a REST API, under the same governing rules that stand behind the interface.
- Can AI agents generate documents through OpenShut's API?
- Yes. The API is built to be called by your own systems or an autonomous agent, and the documents it returns are produced by the same deterministic engine.
- What file formats does OpenShut export?
- Drafted documents export as Word files, and government forms are delivered as filled official PDFs.
Legal and compliance
- Is OpenShut a law firm?
- No. OpenShut is not a law firm. It is software that assembles closing documents from your inputs and cited US law.
- Does OpenShut provide legal advice?
- No. OpenShut does not provide legal advice, and counsel review is recommended before execution.
- Does OpenShut replace my attorney?
- OpenShut prepares the documents a transaction requires and is a tool your team and your counsel use together. Review by a qualified attorney is recommended before signing.
See it on your own deal.
Run a sample binder and read the documents. If they do not read like your outside counsel drafted them, we have not done our job.