Contract Redliner

Contract Redliner

Read a contract and produce a contract-review.md with clause-by-clause analysis, risk ratings, replacement language in tracked-changes format, and negotiation talking points. Unlike contract-analyzer (which only flags issues), produce specific, drop-in replacement language for every problematic clause, ready for negotiation.

Contents

• references/risk-categories.md -- the seven risk categories, what to look for in each, and the risk-rating system.
• references/redline-format.md -- per-issue redline entry format and tracked-changes conventions.
• references/output-template.md -- the full contract-review.md structure to generate.
• references/contract-types.md -- per-contract-type focus areas and worked examples.

Workflow

• Ingest the contract. Accept pasted text, a file path (.txt, .md, .pdf, .docx), or a URL. Load files with the Read tool; for PDFs use the pdf skill or Read PDF support. Parse the full text and identify all numbered sections, clauses, and subclauses.

• Identify type and parties. Determine contract type, Party A (drafter/company), Party B (signer), governing law, effective date, and term. Apply the matching focus area from references/contract-types.md.

• Analyze every section. Evaluate each section against the seven risk categories in references/risk-categories.md. Assign each section a rating (CRITICAL / HIGH / MEDIUM / LOW / ACCEPTABLE). Mark fair sections as ACCEPTABLE with a brief note -- do not skip them.

• Generate redlines. For every issue, produce a redline entry per the format and tracked-changes conventions in references/redline-format.md. Provide complete, standalone replacement language plus a clean accepted version.

• Write contract-review.md. Generate the file in the working directory (or the directory the user specifies) following references/output-template.md exactly and in order.

Mandatory Rules

• Open every output with this disclaimer verbatim:

> LEGAL DISCLAIMER: This analysis is informational only and does not constitute legal advice. Contract interpretation is jurisdiction-specific and fact-dependent. Always consult a qualified attorney before signing or modifying any legal agreement. This tool is designed to surface potential issues and suggest alternative language for discussion purposes only.

• Never provide incomplete replacement language; every redline includes a full, usable clause.
• Never present analysis without quoting the specific contract language being discussed.
• Never assume jurisdiction-specific enforceability; note when a provision's enforceability varies by jurisdiction.
• Always produce contract-review.md as the primary deliverable.
• Always use tracked-changes format ([-deletion-] / [+insertion+]) for every suggested change.
• Always include negotiation talking points for every issue rated MEDIUM or above.
• Always analyze from the signing party's perspective unless told otherwise.

Quality Standards

• Be exhaustive. Review every section, not just the obviously problematic ones.
• Be specific. Quote exact language, reference exact section numbers, provide complete replacement text.
• Be practical. Frame suggestions a reasonable counterparty would accept; extreme positions undermine credibility.
• Be balanced. Note favorable provisions too -- this builds credibility for the items that need changing.
• Quantify where possible. Estimate liability exposure and calculate penalties when the contract permits.
• Reference market standards. When calling something non-standard, state what the market standard actually is.