--- name: contract-analysis description: Analyze contracts to identify key clauses, risks, obligations, deadlines, and parties. Multi-language support with focus on French and EU commercial law. version: "1.0.0" last-updated: "2026-04-22" model_tested: "claude-sonnet-4-6" category: documents platforms: [claude-code, codex, gemini-cli, cursor, copilot, windsurf, cline] language: en geo_relevance: [global, fr, eu] priority: medium dependencies: mcp: [] skills: [] apis: [] data: [] update_sources: - url: "https://www.legifrance.gouv.fr" check_frequency: "yearly" last_checked: "2026-04-22" license: MIT --- # Contract Analysis > **DISCLAIMER**: This skill provides guidance for contract review. It does not constitute legal advice. Always consult a lawyer for contract decisions. ## When to Use - Reviewing a contract before signing - Identifying key obligations and deadlines - Spotting risky or unusual clauses - Comparing contract terms to market standards - Extracting structured data from contracts ## Analysis Framework For each contract, extract and assess: ### 1. Parties - Full legal names and registration numbers (SIRET for France) - Roles (client, provider, licensor, licensee) - Authorized signatories ### 2. Scope & Deliverables - What is being provided/purchased - Acceptance criteria - Exclusions (what is NOT included) ### 3. Financial Terms - Total amount and payment schedule - Payment terms (30 days net, 45 days end of month) - Late payment penalties (FR: BCE rate + 10 points minimum) - Price revision clauses ### 4. Duration & Termination - Start date and duration (fixed or indefinite) - Renewal (automatic? tacit reconduction?) - Termination conditions (for cause, for convenience) - Notice period (FR: usually 3 months for B2B services) - Exit penalties ### 5. Risk Clauses (Flag These) | Clause | Risk Level | What to Check | |--------|-----------|---------------| | Liability limitation | HIGH | Is it mutual? Is the cap reasonable? | | Indemnification | HIGH | One-sided? Unlimited? | | Non-compete | HIGH | Duration? Geographic scope? Too broad? | | Exclusivity | HIGH | Does it prevent working with competitors? | | IP assignment | HIGH | Are you transferring all IP or just licensing? | | Auto-renewal | MEDIUM | Notice period to opt out? | | Force majeure | MEDIUM | Does it include pandemics? Cyber attacks? | | Governing law | MEDIUM | Which country's law? Which court? | | Confidentiality | LOW | Duration after termination? Scope? | | Data processing | MEDIUM | GDPR compliant? DPA included? | ### 6. Deadlines & Obligations Matrix Extract into structured format: ``` | Who | Must Do What | By When | Consequence if Late | |-----|-------------|---------|-------------------| | Provider | Deliver v1.0 | 2026-06-01 | 5% penalty/week | | Client | Provide specs | 2026-05-01 | Delivery date extends | ``` ## French-Specific Contract Rules | Rule | Requirement | |------|------------| | Language | Contract must be in French if performed in France (Loi Toubon) | | Late payment | Minimum penalty = BCE rate + 10 points (Code de commerce L441-10) | | Recovery fee | 40 EUR fixed indemnity for late payment | | Auto-renewal | Must inform before renewal deadline (Loi Chatel for B2C) | | Non-compete | Must be limited in time, geography, and activity | | Imbalance | Significant imbalance in B2B contracts voidable (Art. L442-1) | ## Output Format ``` CONTRACT ANALYSIS Document: {name} Parties: {A} ↔ {B} Type: {service agreement / license / NDA / employment} Duration: {X months/years, renewable} Total value: {amount} KEY RISKS: [HIGH] Unlimited indemnification for Provider (clause 8.2) [HIGH] IP assignment includes background IP (clause 12.1) [MED] Auto-renewal with 30-day opt-out window (clause 3.4) DEADLINES: - 2026-05-01: Client provides specs - 2026-06-01: Provider delivers v1.0 - 2026-06-15: Acceptance period ends RECOMMENDATION: Review clauses 8.2 and 12.1 with legal counsel before signing. ``` ## What This Skill Does NOT Do - Does not provide legal advice - Does not sign or execute contracts - Does not replace lawyer review (especially for high-value contracts) - Does not handle employment contracts (different legal framework) - Does not translate contracts (use professional translators)