aaaaqwq/legal-review

Legal Document Review

Analyze legal documents for sensitive clauses, risks, unfavorable terms, and red flags. Provides structured review with risk assessment and recommendations.

When to use

• User asks to review an NDA, contract, or legal agreement
• User wants to find sensitive or risky clauses in a legal document
• User needs to understand implications of a legal document before signing
• User asks to compare document terms against standard/fair practices

Dependencies

• External: python3 (for DOCX extraction via python-docx)

How to execute

Step 1: Extract document text

If the document is a DOCX file, extract text:

from docx import Document
doc = Document('path/to/file.docx')
# Handle both paragraph-based and table-based layouts
text_parts = []
for p in doc.paragraphs:
    if p.text.strip():
        text_parts.append(p.text)
for table in doc.tables:
    for row in table.rows:
        for cell in row.cells:
            if cell.text.strip():
                text_parts.append(cell.text)

If PDF, use the Read tool directly (it supports PDFs).

Step 2: Analyze document

Perform structured analysis covering ALL of the following areas:

A. Document Overview

• Type of document (NDA, MSA, SoW, etc.)
• Parties involved and their roles
• Effective date and duration
• Governing law and jurisdiction

B. Sensitive Clauses Detection

Scan for and flag these categories with severity levels:

| Category | What to look for | Severity | |----------|-----------------|----------| | Non-compete / Non-solicitation | Restrictions on working with competitors, hiring employees | HIGH | | Unlimited liability | No cap on damages, indemnification without limits | HIGH | | Unilateral termination | One party can terminate freely, other cannot | HIGH | | IP assignment | Broad IP transfer clauses, work-for-hire beyond scope | HIGH | | Penalty clauses | Financial penalties for breach, liquidated damages | HIGH | | Governing law mismatch | Law of unfamiliar jurisdiction, unfavorable forum | MEDIUM | | Confidentiality duration | Unusually long (>5 years) or perpetual obligations | MEDIUM | | Auto-renewal / Lock-in | Automatic extension, difficult exit terms | MEDIUM | | Data processing | Personal data obligations, GDPR/privacy compliance | MEDIUM | | Audit rights | Right to audit your systems, records, premises | MEDIUM | | Force majeure | Missing or one-sided force majeure clause | LOW | | Notice requirements | Unreasonable notice periods, specific delivery methods | LOW | | Amendment process | Unilateral right to modify terms | MEDIUM | | Waiver of jury trial | Waiving right to jury trial or class action | LOW | | Survival clauses | Obligations that survive termination and their duration | LOW |

C. Asymmetry Analysis

Check whether obligations are mutual or one-sided:

• Are confidentiality obligations symmetric?
• Are termination rights equal?
• Are liability and indemnification balanced?
• Who bears more risk?

D. Missing Clauses

Flag important clauses that are ABSENT:

• Limitation of liability
• Dispute resolution mechanism
• Data protection / GDPR
• Force majeure
• Warranty disclaimers
• Return/destruction of materials timeline

E. Language Red Flags

Flag vague or overly broad language:

• "including but not limited to" with open-ended lists
• "sole discretion" granted to one party
• "reasonable" without defined criteria
• "best efforts" vs "commercially reasonable efforts"
• "any and all" sweeping language
• Undefined key terms

Step 3: Generate report

Output a structured report:

## LEGAL DOCUMENT REVIEW

### Document Info
- Type: [NDA/Contract/etc.]
- Parties: [Party A] <-> [Party B]
- Date: [effective date]
- Duration: [term]
- Governing Law: [jurisdiction]

### Risk Summary
- Overall Risk Level: [LOW / MEDIUM / HIGH / CRITICAL]
- HIGH risks found: [count]
- MEDIUM risks found: [count]

### Sensitive Clauses Found

#### [HIGH] [Category Name]
- Clause: [quote or reference]
- Risk: [what this means for you]
- Recommendation: [what to negotiate or change]

#### [MEDIUM] [Category Name]
...

### Asymmetry Issues
- [list of imbalanced terms]

### Missing Protections
- [list of absent but recommended clauses]

### Recommendations
1. [Prioritized list of changes to request before signing]

Parameters

| Parameter | Description | Default | |-----------|-------------|---------| | file_path | Path to the document (DOCX, PDF, or TXT) | required | | party | Which party you represent (for perspective) | auto-detect from context | | focus | Specific areas to focus on (e.g., "IP", "liability") | all areas |

Examples

Example 1: Review NDA before signing

User: "Review this NDA from Client G" -> Extract DOCX, run full analysis, output structured report

Example 2: Focus on specific concerns

User: "Check this contract for IP risks" -> Run analysis with focus on IP assignment, work-for-hire, licensing clauses

Limitations

• This is AI-assisted analysis, NOT legal advice
• Always consult a qualified lawyer for important agreements
• May miss jurisdiction-specific legal nuances
• Cannot verify factual claims (e.g., company registration codes)

Related skills

• invoice-generator-agent — for creating invoices referenced in contracts
• email-send-bulk — for sending signed documents back