Contract Review

4. Run the Missing Provisions Checklist for the document type:

   • Limitation of liability (cap, exclusions, carve-outs)
   • Indemnification (scope, baskets, caps, survival)
   • IP ownership and licensing
   • Data handling and privacy
   • Termination for convenience
   • Force majeure
   • Dispute resolution (forum, governing law, arbitration)
   • Assignment restrictions
   • Confidentiality (if not a standalone NDA)
   • Insurance requirements (if applicable)

5. Run Market-Term Benchmarking: flag provisions that deviate significantly from market norms for the deal type and size.

6. Produce a Cross-Reference Map: identify where provisions interact, conflict, or create unintended consequences across sections.

2. Counterparty Markup Evaluation

When the user has received a redlined or marked-up version back from the other side.

Steps:

1. Map every change the counterparty made
2. Categorize each change by severity
3. Identify patterns in the markup (e.g., systematic risk-shifting, expanded carve-outs)
4. Flag changes that contradict the counterparty's own representations or other provisions
5. For each High or Critical change, provide specific counter-language
6. Recommend which changes to accept, which to counter, and which to reject
7. Offer a clean handoff to the tracked-changes skill when the attorney is ready to mark up a response

3. Issue-Specific Deep Dive

When the user asks about a specific provision or legal issue within a contract.

Steps:

1. Locate and quote the relevant provisions
2. Analyze the provision in context of the full agreement
3. Cross-reference related definitions, representations, and other interacting clauses
4. Provide market comparison
5. Draft alternative language if the provision is problematic

4. Quick Scan

When the user wants a fast read on key risks without a full review.

Steps:

1. Read the full document
2. Identify the top 5-7 issues by severity
3. Produce a brief summary (1 page max) with the most important risks and recommended actions

Output Format

• Always use the severity-rated table for issues
• Always include specific section references
• Always include recommended counter-language for High and Critical issues
• End with a "Next Steps" section suggesting what the attorney should focus on