Nik Sharma/Field noteContract review · 01

A reusable AI workflow

Build a contract review skill.

Turn the edits already sitting in your inbox into a reusable legal playbook—while keeping your lawyer in the loop.

Get the prompt

Built from your own legal history. Designed for Claude Code or Codex.

The prompt

Copy it. Run it. Correct it.

Build me a reusable contract review skill from my own legal history.

STEP 1: Mine my email.
Search my inbox for every thread with my attorneys about contracts, going back
24 months. Look for redlines, marked-up drafts, "can you review this," attached
.docx/.pdf agreements, and any back-and-forth about terms. Include threads where
the lawyer replied with comments in the body instead of an attachment.

For each thread, pull out:
- contract type (SaaS/vendor, influencer or creator, distribution/retail,
  partnership or event, NDA, MSA/SOW, anything else)
- who the counterparty was and roughly how big the deal was
- every clause my counsel flagged
- the exact original language they wanted changed
- the exact replacement language they proposed
- what they explicitly said was fine to accept
- what the counterparty pushed back on and where we landed

Hold out the two most recent complete threads. Do not use them in the analysis.
I want them as a test set later.

STEP 2: Find the patterns.
Group everything by contract type. For each type, tell me:
- clauses my lawyers change almost every single time
- clauses they change sometimes, and what triggers it
- clauses they never touch
- my company's actual negotiated positions on: liability cap, indemnification,
  payment terms, IP ownership, term and termination, exclusivity, auto-renewal,
  governing law and venue, confidentiality, and for creator deals specifically,
  usage rights and usage term

Use my counsel's own wording verbatim wherever you can. Their phrasing is the
asset here, not your paraphrase of it.

STEP 3: Show me the extraction before you build anything.
Print a summary of what you found: contract types covered, how many threads per
type, and my standard position on each major clause. Mark anything you inferred
from a single thread as low confidence. I will correct you before you continue.
Do not skip this step.

STEP 4: Build the skill.
Create .claude/skills/contract-review/SKILL.md with name and description
frontmatter, plus a reference file per contract type holding the detailed
playbook. Keep SKILL.md short and route to the reference files.

The skill should take a contract and return:
1. Contract type and a plain-English summary of what I am actually agreeing to,
   written for someone who is not a lawyer
2. Deal-breakers: terms I have never accepted, with the reason
3. Negotiate: terms my counsel changes, with exact suggested replacement
   language ready to paste into a redline
4. Accept: terms that match my standard positions and need no work
5. Missing: clauses my agreements normally contain that this one leaves out
6. Escalate to a real lawyer if: a specific list of triggers, including deal
   size above a threshold I set, anything touching equity or securities,
   anything with a personal guarantee, non-US governing law, or any clause type
   the playbook has no history on

STEP 5: Test it before you call it done.
Run the skill against the two held-out contracts. Compare what it flagged to
what my attorney actually flagged in those threads. Report hit rate, what it
missed, and what it flagged that no lawyer cared about. Tighten the playbook
based on the misses, then run it again.

RULES:
- This assists my review. It does not replace legal counsel, and the skill
  should say so in its own output.
- Never invent a negotiating position I do not have history for. If the playbook
  has no precedent, say so and route it to the escalation list.
- Keep my counsel's language exact. Do not smooth it out.
- Do not send, reply to, or draft any email during this. Read only.