@intentsolutionsio/general-legal-assistant 1.0.0

package/skills/contract-compare/SKILL.md

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+---
+name: contract-compare
+description: |
+  Compares two contract versions side-by-side to detect added, removed, and
+  modified clauses with favorability analysis. Use when a user receives a
+  revised contract or redline and needs to understand what changed and who
+  each change favors. Trigger with "/contract-compare" or "compare these
+  two contracts".
+allowed-tools: Read, Glob, Grep
+version: 1.0.0
+author: Intent Solutions <jeremy@intentsolutions.io>
+license: MIT
+compatible-with: claude-code, codex, openclaw
+tags: [legal, contracts, comparison, redline, negotiation, diff]
+---
+
+# Contract Compare — Version Comparison and Favorability Analysis
+
+Side-by-side contract comparison skill that identifies every change between two
+versions, classifies each change by type and severity, and determines which
+party each modification favors. Essential during negotiation rounds when a
+counterparty returns a revised draft.
+
+## Overview
+
+When a counterparty returns a revised contract, the changes they made — and the
+changes they quietly did not make — tell a story about their priorities and
+strategy. This skill performs a structured comparison that surfaces not just what
+changed, but the strategic significance of each change.
+
+It detects three dangerous patterns that manual review frequently misses:
+indemnification drift (gradual shifting of liability across revisions), IP scope
+creep (expanding intellectual property assignment through small wording tweaks),
+and definition manipulation (redefining key terms to alter clause meaning
+without touching the clauses themselves).
+
+## Prerequisites
+
+- Two versions of the same contract must be provided, either as:
+  - Two file paths (e.g., `contract-v1.pdf` and `contract-v2.pdf`)
+  - One file path and one pasted text block
+  - Two pasted text blocks labeled "Version A" and "Version B"
+- The user should specify which version is the original (baseline) and which is
+  the revision. If not specified, assume the first provided is the original.
+
+## Instructions
+
+1. **Ingest both versions.** Read each document in full. If file paths are
+   provided, use the Read tool.
+
+2. **Establish the structural map.** Create a section-by-section outline of both
+   documents. Note any structural changes (sections added, removed, renumbered,
+   or reordered).
+
+3. **Perform clause-level comparison.** For each section, classify changes into:
+
+   | Change Type | Symbol | Description |
+   |-------------|--------|-------------|
+   | **Added** | + | Entirely new clause or section |
+   | **Removed** | - | Clause present in original but absent in revision |
+   | **Modified** | ~ | Wording changed within an existing clause |
+   | **Moved** | -> | Same content relocated to a different section |
+   | **Unchanged** | = | No material difference |
+
+4. **Analyze favorability.** For each non-trivial change, determine:
+   - **Who it favors:** Party A, Party B, Neutral, or Unclear
+   - **Severity:** Minor (cosmetic/clarification), Moderate (shifts rights or
+     obligations), Major (materially alters risk or liability)
+   - **Strategic signal:** What the change reveals about the counterparty's
+     priorities or concerns
+
+5. **Detect dangerous patterns.** Specifically scan for:
+
+   - **Indemnification drift:** Liability caps that decreased, indemnification
+     scope that expanded, or duty-to-defend language that appeared
+   - **IP scope creep:** Broader work-for-hire language, removal of background
+     IP carve-outs, expansion of "deliverables" definition
+   - **Definition manipulation:** Changes to defined terms in the definitions
+     section that alter the meaning of clauses elsewhere without modifying
+     those clauses directly
+   - **Silent removals:** Protections present in the original that were quietly
+     deleted (e.g., cure periods, notice requirements, caps)
+   - **Boilerplate weaponization:** Changes to "standard" sections like
+     governing law, dispute resolution, or assignment that shift advantage
+
+6. **Calculate the favorability balance.** Tally all changes by which party
+   they favor and the severity weight:
+
+   ```
+   Party A Score = (Major changes favoring A x 3) + (Moderate x 2) + (Minor x 1)
+   Party B Score = same formula for B
+   Balance: A-favored / B-favored / Balanced
+   ```
+
+7. **Generate the comparison report** with all findings organized by section.
+
+## Output
+
+**Filename:** `CONTRACT-COMPARISON-{YYYY-MM-DD}.md`
+
+```
+# Contract Comparison Report
+## Documents Compared
+| | Version A (Original) | Version B (Revision) |
+## Summary of Changes
+| Change Type | Count |
+## Change Log (by section)
+| Section | Change Type | Description | Favors | Severity |
+## Dangerous Pattern Alerts
+## Favorability Balance
+## Silent Removals
+## Negotiation Strategy Recommendations
+## Disclaimer
+```
+
+## Error Handling
+
+| Failure Mode | Cause | Resolution |
+|--------------|-------|------------|
+| Documents are unrelated | Two entirely different contracts provided | Warn the user and ask for confirmation before proceeding |
+| Structural mismatch | Different section numbering schemes | Map sections by content, not by number |
+| Missing version identifier | User did not specify which is original | Ask which version is the baseline |
+| Partial document | One version is incomplete or truncated | Note the gaps; compare only overlapping sections |
+| Format mismatch | One is formatted text, other is raw | Normalize both to plain text before comparing |
+
+## Examples
+
+**Example 1 — MSA negotiation round:**
+
+> User: Compare ~/contracts/acme-msa-v1.pdf with ~/contracts/acme-msa-v2.pdf
+
+```
+Summary: 14 changes detected across 23 sections.
+
+Key Changes:
+1. Section 5.1 (IP Assignment) [MODIFIED] — Severity: MAJOR
+   Original: "Work product created under SOW is assigned to Client"
+   Revision: "Work product created in connection with the engagement
+   is assigned to Client"
+   Favors: Client | Signal: Expanding IP scope beyond SOW deliverables
+
+2. Section 8.3 (Liability Cap) [MODIFIED] — Severity: MAJOR
+   Original: "Liability capped at 12 months of fees paid"
+   Revision: "Liability capped at fees paid in the preceding 3 months"
+   Favors: Vendor | Signal: 75% reduction in liability exposure
+
+3. Section 2 (Definitions) [MODIFIED] — Severity: MAJOR
+   "Confidential Information" definition expanded to include
+   "business strategies and future product plans" — broadens
+   confidentiality obligations without touching Section 7.
+
+DANGEROUS PATTERN: Definition manipulation detected.
+The revision altered 3 defined terms that collectively change
+the meaning of 7 other clauses without modifying those clauses.
+
+Favorability Balance: 9 changes favor Client, 4 favor Vendor, 1 Neutral
+Overall Tilt: Client-favored revision
+```
+
+**Example 2 — Employment agreement revision:**
+
+> User: My employer sent back a revised offer. Compare the original with this
+> new version. [pastes both]
+
+```
+SILENT REMOVAL ALERT:
+Original Section 4(d) — "Employee may terminate with 2 weeks notice
+for any reason" — has been removed entirely. The revision contains
+no voluntary termination provision for the employee, while the
+employer retains at-will termination rights in Section 4(a).
+```
+
+## Resources
+
+- [CommonPaper Contract Comparison Standards](https://commonpaper.com/) —
+  Open-source contract templates useful as neutral baselines (CC BY 4.0).
+- [American Bar Association — Contract Drafting & Negotiation](https://www.americanbar.org/)
+  — Best practices for tracking and evaluating contract revisions.
+- [Uniform Commercial Code (UCC) Article 2](https://www.law.cornell.edu/ucc/2)
+  — Default rules that apply when contract terms are silent or removed.
+- [Restatement (Second) of Contracts, Section 201](https://www.ali.org/) —
+  Rules of interpretation when contract language is ambiguous.
+
+---
+
+**Legal Disclaimer:** This skill provides AI-generated contract comparison for
+informational and educational purposes only. It does not constitute legal
+advice, create an attorney-client relationship, or substitute for consultation
+with a qualified attorney. Comparison accuracy depends on the quality of input
+documents and may miss changes in formatting, embedded objects, or metadata.
+Always consult a licensed attorney before acting on comparison findings.

package/skills/contract-review/SKILL.md

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+---
+name: contract-review
+description: |
+  Orchestrates a comprehensive multi-agent contract review that analyzes
+  risk, plain-English translation, missing protections, and compliance
+  in parallel. Use when a user shares a contract and wants a full review,
+  safety score, or executive summary. Trigger with "/contract-review" or
+  "review this contract".
+allowed-tools: Read, Glob, Grep, Task
+version: 1.0.0
+author: Intent Solutions <jeremy@intentsolutions.io>
+license: MIT
+compatible-with: claude-code, codex, openclaw
+tags: [legal, contracts, review, risk, orchestration, multi-agent]
+---
+
+# Contract Review — Multi-Agent Orchestrator
+
+Flagship contract review skill that spawns five parallel analysis agents, then
+aggregates their findings into a single executive report with a Contract Safety
+Score. Designed for founders, freelancers, and small-business operators who need
+to understand what they are signing without retaining outside counsel for every
+agreement.
+
+## Overview
+
+Most contracts arrive as walls of dense legalese. A single-pass review misses
+nuance. This skill mirrors how a law firm reviews contracts: multiple
+specialists work in parallel, each with a different lens, then a senior partner
+synthesizes everything into a recommendation.
+
+The orchestrator:
+
+1. Ingests the contract (file path or pasted text).
+2. Classifies the contract type and extracts metadata.
+3. Launches five parallel agents (risk, plain-English, missing protections,
+   compliance, and party-balance analysis).
+4. Aggregates results into a unified report with a 0-100 Contract Safety Score.
+
+## Prerequisites
+
+- The contract must be provided as a file path to a readable document (PDF,
+  DOCX, TXT, MD) or pasted directly into the conversation.
+- For file-based input the file must exist and be accessible via the Read tool.
+- No external APIs or network access are required.
+
+## Instructions
+
+1. **Ingest the contract.**
+   - If a file path is provided, read the full document with the Read tool.
+   - If the text is pasted, capture it verbatim.
+   - Confirm the document length; warn if it exceeds 50 pages.
+
+2. **Classify the contract.**
+   Determine the contract type from one of the following categories:
+   - Employment Agreement
+   - Independent Contractor / Freelance Agreement
+   - Non-Disclosure Agreement (NDA)
+   - Master Services Agreement (MSA)
+   - Software License / SaaS Agreement
+   - Terms of Service / Terms of Use
+   - Privacy Policy / Data Processing Agreement
+   - Partnership / Joint Venture Agreement
+   - Lease / Real Estate Agreement
+   - Other (describe)
+
+3. **Extract metadata.**
+   Capture: parties, effective date, term/duration, governing law,
+   dispute resolution mechanism, total contract value (if stated).
+
+4. **Launch five parallel agents using the Task tool.**
+   Each agent receives the full contract text and returns structured findings.
+
+   | Agent | Focus | Key Deliverable |
+   |-------|-------|-----------------|
+   | Risk Analyst | Clause-by-clause risk scoring across 10 categories | Risk heat map, poison pill flags |
+   | Plain-English Translator | 8th-grade reading level rewrite | Clause-by-clause translation with flags |
+   | Protection Auditor | Gap analysis against type-specific checklists | Missing protections with urgency ratings |
+   | Compliance Checker | Regulatory alignment (GDPR, CCPA, labor law basics) | Compliance findings table |
+   | Party-Balance Analyst | Fairness tilt between the parties | Asymmetry flags, one-sided clause list |
+
+5. **Aggregate results.**
+   Combine all five agent reports into a unified document with these sections:
+   - Executive Summary (3-5 bullet points)
+   - Contract Metadata table
+   - Contract Safety Score (0-100) with letter grade
+   - Risk Heat Map (top 5 risks ranked by severity)
+   - Plain-English Quick Reference (critical clauses only)
+   - Missing Protections (critical and important only)
+   - Compliance Findings
+   - Party-Balance Assessment
+   - Recommended Next Steps (negotiate, accept, reject, consult attorney)
+
+6. **Compute the Contract Safety Score.**
+   Weighted formula:
+
+   | Component | Weight | Source Agent |
+   |-----------|--------|-------------|
+   | Risk severity (inverse) | 30% | Risk Analyst |
+   | Protection coverage | 25% | Protection Auditor |
+   | Party balance | 20% | Party-Balance Analyst |
+   | Compliance alignment | 15% | Compliance Checker |
+   | Language clarity | 10% | Plain-English Translator |
+
+   Letter grades: A (90-100), B (80-89), C (70-79), D (60-69), F (< 60).
+
+7. **Present the final report** in the conversation and note the output
+   filename.
+
+## Output
+
+**Filename:** `CONTRACT-REVIEW-{party-or-title}-{YYYY-MM-DD}.md`
+
+The report uses Markdown with tables and follows this structure:
+
+```
+# Contract Review Report
+## Executive Summary
+## Contract Metadata
+## Contract Safety Score: [score]/100 ([grade])
+## Risk Heat Map
+## Plain-English Quick Reference
+## Missing Protections
+## Compliance Findings
+## Party-Balance Assessment
+## Recommended Next Steps
+## Disclaimer
+```
+
+## Error Handling
+
+| Failure Mode | Cause | Resolution |
+|--------------|-------|------------|
+| File not found | Path is incorrect or file missing | Ask the user to confirm the file path |
+| Unreadable format | Binary or encrypted document | Ask for a plain-text or PDF version |
+| Document too long | Exceeds context window | Summarize by section; warn about truncation |
+| Agent timeout | One parallel agent fails to return | Report partial results; note which agent failed |
+| Ambiguous contract type | Cannot classify confidently | Ask the user to confirm the contract type |
+
+## Examples
+
+**Example 1 — File-based review:**
+
+> User: Review the contract at `~/contracts/acme-msa-2026.pdf`
+
+The orchestrator reads the file, classifies it as a Master Services Agreement,
+launches five agents, and produces a report:
+
+```
+Contract Safety Score: 72/100 (C)
+Top Risk: Unlimited indemnification liability (Section 8.2)
+Missing: No force majeure clause, no data breach notification timeline
+Balance: Tilts 65/35 in favor of Acme Corp
+Recommendation: Negotiate Sections 8.2 and 12.1 before signing
+```
+
+**Example 2 — Pasted text:**
+
+> User: Review this contract: [pasted NDA text]
+
+The orchestrator classifies it as a Mutual NDA, flags a unilateral
+non-solicitation clause hidden in the definitions, and scores it 58/100 (F).
+
+## Resources
+
+- [CommonPaper Standard Contracts](https://commonpaper.com/) — Open-source
+  contract templates (CC BY 4.0) used as comparison baselines.
+- [American Bar Association Model Contract Clauses](https://www.americanbar.org/)
+  — Authoritative clause language references.
+- [Restatement (Second) of Contracts](https://www.ali.org/) — American Law
+  Institute's foundational contract law principles.
+- [GDPR Full Text](https://gdpr-info.eu/) — EU data protection regulation.
+- [CCPA Full Text](https://oag.ca.gov/privacy/ccpa) — California Consumer
+  Privacy Act via the CA Attorney General.
+
+---
+
+**Legal Disclaimer:** This skill provides AI-generated analysis for
+informational and educational purposes only. It does not constitute legal
+advice, create an attorney-client relationship, or substitute for consultation
+with a qualified attorney. Contract interpretation depends on jurisdiction,
+context, and specific facts that an AI cannot fully evaluate. Always consult a
+licensed attorney before making legal decisions based on this analysis.

package/skills/freelancer-review/SKILL.md

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+---
+name: freelancer-review
+description: |
+  Reviews contracts from a freelancer's perspective across 14 evaluation
+  lenses including misclassification risk, IP ownership, payment terms,
+  kill fees, and non-compete scope. Use when a freelancer or independent
+  contractor needs to evaluate a client agreement. Trigger with
+  "/freelancer-review" or "review this contract as a freelancer".
+allowed-tools: Read, Glob, Grep
+version: 1.0.0
+author: Intent Solutions <jeremy@intentsolutions.io>
+license: MIT
+compatible-with: claude-code, codex, openclaw
+tags: [legal, contracts, freelancer, contractor, misclassification, gig-economy]
+---
+
+# Freelancer Review — Independent Contractor Contract Analysis
+
+Specialized contract review that evaluates agreements through 14 freelancer-
+specific lenses, flags worker misclassification risk using IRS criteria, and
+scores the contract on a Freelancer Fairness Score. Built for the 73+ million
+Americans who freelance and routinely sign contracts drafted by the hiring
+party's attorneys.
+
+## Overview
+
+Freelancer contracts are almost always drafted by the client. This creates a
+structural power imbalance: the contract protects the client's interests by
+default, and freelancers — who typically cannot afford legal counsel for every
+engagement — sign terms they do not fully understand.
+
+This skill flips the perspective. It reads the contract as if the freelancer's
+attorney were reviewing it, specifically looking for the patterns that most
+commonly harm independent workers: misclassification traps, overbroad IP
+assignments, missing payment protections, punitive non-competes, and scope
+creep enablers.
+
+It also checks for worker misclassification risk — whether the contract's terms
+suggest the relationship is actually employment disguised as contracting, which
+creates tax and legal liability for both parties.
+
+## Prerequisites
+
+- A contract or engagement agreement must be provided as a file path or pasted
+  text.
+- The user is assumed to be the freelancer/contractor unless stated otherwise.
+- Helpful context (if available): the freelancer's industry, typical rate, and
+  whether they have other active clients.
+
+## Instructions
+
+1. **Read the full contract.** Use the Read tool if a file path is provided.
+
+2. **Evaluate through 14 freelancer lenses.** Score each lens 1-10 (1 = high
+   risk to freelancer, 10 = well-protected):
+
+   | # | Lens | Key Questions |
+   |---|------|---------------|
+   | 1 | **Misclassification Risk** | Does the contract create an employment relationship in disguise? Control over how/when/where? Exclusivity? Benefits? |
+   | 2 | **IP Ownership** | Does the freelancer retain any IP? Is background IP carved out? Is work-for-hire scope limited to deliverables? |
+   | 3 | **Payment Terms** | Net-30 or less? Late payment penalties? Milestone-based? Deposit required? |
+   | 4 | **Payment Amount** | Is the rate fair for scope? Are expenses covered? Is there a rate for revisions beyond scope? |
+   | 5 | **Kill Fee / Cancellation** | What happens if the client cancels? Compensation for work in progress? Minimum payment guarantee? |
+   | 6 | **Scope Definition** | Is scope specific enough to prevent creep? Are deliverables clearly defined? What is the change order process? |
+   | 7 | **Scope Creep Protection** | Is there a process for additional work? Are out-of-scope requests billable? Who approves scope changes? |
+   | 8 | **Non-Compete Clause** | Duration, geographic scope, industry breadth? Does it prevent earning a living? Is it enforceable? |
+   | 9 | **Non-Solicitation** | Can the freelancer work with the client's clients independently? Duration? |
+   | 10 | **Confidentiality Burden** | Is the NDA mutual? Duration reasonable? Does it prevent portfolio use? Residual knowledge carve-out? |
+   | 11 | **Termination Rights** | Can the freelancer terminate? What notice is required? Are there termination penalties? |
+   | 12 | **Liability Exposure** | Is liability capped? Indemnification mutual or one-sided? Insurance requirements reasonable? |
+   | 13 | **Dispute Resolution** | Is arbitration mandatory? Who pays? Is the venue accessible? Class action waiver? |
+   | 14 | **Credit and Portfolio** | Can the freelancer show the work in their portfolio? Is the client credited/anonymous? |
+
+3. **Run the IRS 20-Factor Test for misclassification.** Evaluate the contract
+   against IRS criteria for determining worker classification:
+
+   | Factor | Indicator of Employment | Look For in Contract |
+   |--------|------------------------|---------------------|
+   | Instructions | Must comply with instructions on when, where, how | "Contractor shall follow Company's procedures" |
+   | Training | Required training provided | Mandatory onboarding or methodology requirements |
+   | Integration | Services integral to business | Exclusivity requirements, dedicated hours |
+   | Personal services | Must personally perform | No right to subcontract or delegate |
+   | Hiring assistants | Cannot hire own help | Prohibition on using subcontractors |
+   | Continuing relationship | Ongoing, not project-based | Auto-renewal, indefinite term |
+   | Set hours | Required work schedule | Core hours, attendance requirements |
+   | Full-time required | Limits on other work | Exclusivity or "best efforts" clauses |
+   | Work on premises | Required location | Office presence requirements |
+   | Order of work | Prescribed sequence | Step-by-step procedures mandated |
+   | Reports required | Regular progress reports | Daily standups, time tracking mandated |
+   | Payment method | Hourly/salary vs. project | Hourly with timesheets vs. milestone |
+   | Expenses | Company pays expenses | Equipment and software provided |
+   | Tools/materials | Company provides tools | Required use of company systems/licenses |
+   | Investment | No significant investment | No requirement for own tools/office |
+   | Profit/loss | No risk of loss | Guaranteed minimum payment |
+   | Multiple clients | Works for one client | Non-compete or exclusivity |
+   | Public availability | Not available to public | Cannot market services |
+   | Right to fire | Can be fired at will | At-will termination without cause |
+   | Right to quit | Can quit without penalty | No termination fees for contractor |
+
+   Count employment indicators. Score:
+   - 0-5 indicators: LOW misclassification risk
+   - 6-10 indicators: MODERATE risk — some terms suggest employment
+   - 11-15 indicators: HIGH risk — contract likely creates employment
+   - 16-20 indicators: CRITICAL — near-certain misclassification
+
+4. **Apply the 20-item Freelancer Bill of Rights checklist.**
+
+   | # | Right | Present? |
+   |---|-------|----------|
+   | 1 | Right to set own schedule | |
+   | 2 | Right to work for other clients | |
+   | 3 | Right to subcontract with notice | |
+   | 4 | Right to work from own location | |
+   | 5 | Right to use own tools and methods | |
+   | 6 | Right to retain background IP | |
+   | 7 | Right to portfolio use of deliverables | |
+   | 8 | Right to timely payment (net-30 or less) | |
+   | 9 | Right to late payment penalties | |
+   | 10 | Right to kill fee on cancellation | |
+   | 11 | Right to defined scope with change orders | |
+   | 12 | Right to charge for out-of-scope work | |
+   | 13 | Right to reasonable revision limits | |
+   | 14 | Right to terminate with notice | |
+   | 15 | Right to mutual (not one-sided) NDA | |
+   | 16 | Right to reasonable non-compete (or none) | |
+   | 17 | Right to capped liability | |
+   | 18 | Right to accessible dispute resolution | |
+   | 19 | Right to written scope changes only | |
+   | 20 | Right to credit/attribution for work | |
+
+5. **Calculate the Freelancer Fairness Score (0-100).**
+
+   | Component | Weight | Calculation |
+   |-----------|--------|-------------|
+   | 14 Lens Scores | 50% | Average of all 14 lens scores, scaled to 50 points |
+   | Misclassification (inverse) | 20% | LOW=20, MODERATE=12, HIGH=6, CRITICAL=0 |
+   | Bill of Rights coverage | 20% | (Rights present / 20) x 20 |
+   | Payment protection | 10% | Composite of payment terms, kill fee, late penalties |
+
+   Letter grades: A (90-100), B (80-89), C (70-79), D (60-69), F (< 60).
+
+6. **Generate the negotiation playbook.** For each lens scoring 5 or below,
+   provide:
+   - What to ask for (specific contract language change)
+   - How to frame the ask (language that preserves the relationship)
+   - Walk-away signal (when the term is too unfavorable to accept)
+
+## Output
+
+**Filename:** `FREELANCER-REVIEW-{YYYY-MM-DD}.md`
+
+```
+# Freelancer Contract Review
+## Contract Summary
+## Freelancer Fairness Score: [score]/100 ([grade])
+## 14-Lens Evaluation
+| # | Lens | Score (1-10) | Key Finding |
+## Misclassification Risk Assessment
+### IRS 20-Factor Test Results
+| Factor | Indicator Present? | Evidence |
+### Risk Level: [LOW / MODERATE / HIGH / CRITICAL]
+## Freelancer Bill of Rights Checklist
+| # | Right | Status | Notes |
+## Top Concerns (detailed analysis)
+## Negotiation Playbook
+### Lens: [name]
+**Current term:** [quote]
+**Ask for:** [specific language]
+**Frame it as:** [collaborative framing]
+**Walk away if:** [threshold]
+## Disclaimer
+```
+
+## Error Handling
+
+| Failure Mode | Cause | Resolution |
+|--------------|-------|------------|
+| Not a freelance contract | Document is employment or B2B agreement | Note the mismatch; suggest the appropriate review skill instead |
+| Missing payment terms | Contract does not address compensation | Flag as CRITICAL; payment terms must be explicit |
+| Hybrid arrangement | Mix of employment and contractor indicators | Explain the hybrid risk; recommend legal consultation |
+| Multi-party contract | More than two parties involved | Identify which party is the freelancer equivalent and analyze from that perspective |
+| Non-US jurisdiction | IRS factors may not apply directly | Note jurisdiction; apply the factors as heuristics while flagging that local law governs classification |
+
+## Examples
+
+**Example 1 — Red-flag freelance agreement:**
+
+> User: Review this contract from a new client. I am a freelance designer.
+
+```
+Freelancer Fairness Score: 41/100 (F)
+
+CRITICAL FINDINGS:
+
+Misclassification Risk: HIGH (13/20 employment indicators)
+- Section 3: "Contractor shall work from Company offices during
+  business hours" — sets location and schedule
+- Section 4: "Contractor shall devote full-time efforts" — prevents
+  other clients
+- Section 7: "Company shall provide all necessary equipment" — no
+  freelancer investment
+
+IP Ownership: Score 2/10
+- Section 9: ALL work product assigned to client, including
+  "concepts, sketches, and preliminary designs" created "in
+  connection with" the engagement. No background IP carve-out.
+  Cannot use deliverables in portfolio (Section 9.4).
+
+Kill Fee: Score 1/10
+- Section 12: Client may terminate "at any time for any reason"
+  with 5 days notice. No compensation for work in progress.
+  No kill fee. No minimum payment.
+
+Negotiation Playbook:
+1. IP: "I'd like to retain the right to show this work in my
+   portfolio after launch. This is standard industry practice and
+   helps me continue to attract quality clients — which benefits
+   our working relationship."
+2. Kill Fee: "To protect both of us, I'd like to add a provision
+   that if the project is cancelled, I'm compensated for completed
+   work plus 25% of the remaining scope."
+```
+
+**Example 2 — Well-structured contractor agreement:**
+
+> User: /freelancer-review ~/contracts/techcorp-contractor.pdf
+
+```
+Freelancer Fairness Score: 87/100 (B)
+
+Misclassification Risk: LOW (3/20 indicators)
+Bill of Rights: 17/20 present
+
+Missing Rights:
+- No late payment penalty clause (Right #9)
+- No explicit revision limit (Right #13)
+- No portfolio use provision (Right #7)
+
+These are all RECOMMENDED additions — not deal-breakers.
+Overall, this is a well-drafted contractor agreement that
+respects the independent nature of the relationship.
+```
+
+## Resources
+
+- [IRS Publication 15-A: Employer's Supplemental Tax Guide](https://www.irs.gov/publications/p15a)
+  — Official IRS guidance on worker classification, including the common-law
+  test for determining employment status.
+- [IRS Form SS-8: Determination of Worker Status](https://www.irs.gov/forms-pubs/about-form-ss-8)
+  — IRS form and instructions for resolving classification disputes.
+- [U.S. Department of Labor — Misclassification](https://www.dol.gov/agencies/whd/flsa/misclassification)
+  — DOL guidance on the Fair Labor Standards Act and misclassification.
+- [Freelancers Union — Contract Resources](https://www.freelancersunion.org/)
+  — Model freelance contracts and rights advocacy resources.
+- [CommonPaper Contractor Agreement](https://commonpaper.com/) — Open-source
+  contractor agreement template with balanced protections (CC BY 4.0).
+- [FTC — Gig Economy Guidance](https://www.ftc.gov/) — Federal Trade
+  Commission guidance relevant to independent contractor relationships.
+
+---
+
+**Legal Disclaimer:** This skill provides AI-generated contract analysis for
+informational and educational purposes only. Worker classification is a complex
+legal determination that depends on the totality of the actual working
+relationship, not just contract language. The IRS 20-Factor Test is applied
+heuristically — actual classification disputes are resolved by examining all
+facts and circumstances. This does not constitute legal or tax advice, create
+an attorney-client relationship, or substitute for consultation with a
+qualified employment attorney or tax professional. Classification errors carry
+significant penalties for both parties. Always consult a licensed professional
+for classification concerns.