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Guide · Agent skill

How to use the General Counsel Advisor agent skill

Updated · written with AI from the project's own documentation and checked against our catalogue data

General Counsel Advisor is an agent skill, a packaged set of instructions and scripts that an AI agent loads when it needs to do a specific job. This one gives the agent a General Counsel mindset for startups: it reviews contracts and term sheets, flags founder-unfriendly clauses, and maps which regulations may apply. This guide explains what the skill does, how to install it, how to trigger it with plain requests, and where its limits are. It is a triage and question-generating aid, not legal advice.

General Counsel Advisoralirezarezvani/claude-skills · MIT

Quick start

  1. 1Download the ZIP. Download the General Counsel Advisor skill ZIP from our page.
  2. 2Install the skill. Unzip it into ~/.claude/skills/ for personal use, or into a project's .claude/skills/ folder, or upload it under Settings → Capabilities → Skills in the Claude apps.
  3. 3Check Python 3. Confirm Python 3 is available. The scripts use only the standard library, so no extra packages are required.
  4. 4Prepare your document. Save a contract as plain text, or a term sheet as JSON in the schema shown by term_sheet_analyzer.py --help.
  5. 5Make a natural request. Ask the agent to review the document and state your goal, such as negotiating before signing or listing issues for an attorney.
  6. 6Run the scripts if needed. Run contract_risk_scanner.py or term_sheet_analyzer.py with your file path to get flags and a score.
  7. 7Take the issues to counsel. Turn the findings into counter-proposals and questions, then review them with a licensed attorney before any decision.

What the skill makes the agent do

An agent skill is a folder built around a SKILL.md file. When the skill is installed and your request matches its description, the agent reads those instructions and follows them, and can run the bundled scripts. Without the skill, the agent answers from general knowledge; with it, the agent works from this skill's frameworks and reference files.

The skill covers four areas: contract review (MSA, SaaS, NDA, DPA and employment agreements), IP strategy, term sheet decoding, and regulatory landscape mapping. It scans contract text for 12 common founder-unfriendly clauses, such as auto-renewal traps, one-sided liability, or missing IP and data-processing terms. It scores a term sheet for founder-friendliness on a 0-100 scale and maps triggers such as HIPAA, GDPR, FDA and fintech rules to the questions you should bring to a lawyer.

  • Contract review: flags the 12 most common founder-killer clauses in plain-text contracts
  • Term sheet analysis: produces a 0-100 founder-friendliness score with per-clause flags
  • IP strategy: covers invention assignment, open source license compliance, trade secrets, patents, trademarks and copyright
  • Regulatory mapping: links triggers like healthcare data, card data or EU personal data to the specialist counsel to consult first

Install the General Counsel Advisor skill

Download the skill's ZIP file from our page. Then choose one of two install routes depending on how you work.

For a personal setup, unzip the download into ~/.claude/skills/ so the skill folder sits there. To limit it to one codebase, unzip it into the project's .claude/skills/ folder instead. If you use the Claude apps rather than a local setup, you can upload the ZIP under Settings → Capabilities → Skills.

  • Personal install: unzip into ~/.claude/skills/
  • Project install: unzip into .claude/skills/ inside the project folder
  • Claude apps: Settings → Capabilities → Skills, then upload the ZIP

Trigger the skill with natural requests

You do not need a special command to use the skill. The skill's description lists the situations it applies to, so ask in ordinary language. Requests that mention reviewing a contract or term sheet, deciding when to engage outside counsel, defining IP strategy, evaluating regulatory exposure, or using terms such as general counsel, GC, legal review, contract risk, term sheet, IP assignment or regulatory exposure should match.

Be specific about the document and the goal. Attaching or pasting the text and saying what you need from it tends to give more useful output than a general question.

  • Review this SaaS agreement for risky clauses and tell me what to negotiate before I sign.
  • Here is our term sheet. Which three clauses matter most, and is it founder-friendly?
  • Do we need a DPA if this vendor will process our customers' email addresses?
  • We are planning a telehealth feature. Which regulations might apply, and who should we ask?
  • Draft a list of issues to take to our outside attorney for the contractor agreement.

Run the scanners on a contract or term sheet

The skill ships two Python scripts that use only the standard library, so no packages need installing beyond Python 3. Save a contract as a plain-text file. For a term sheet, save it as a JSON file that matches the schema the analyzer expects; the source says to run the analyzer's help to see that schema.

If you run a script without a path, it uses a bundled sample. Passing a path analyzes your file. The scripts do not use the network.

  • Contract scan: the scanner reports the 12 most common risky clauses it finds
  • Term sheet: run with --help first to see the required JSON schema
  • Workflow: for each high-risk finding, draft a counter-proposal and bring the redline to outside counsel
python scripts/contract_risk_scanner.py python scripts/contract_risk_scanner.py path/to/contract.txt python scripts/term_sheet_analyzer.py --help python scripts/term_sheet_analyzer.py path/to/term_sheet.json

Know what the term sheet checks look for

Most of the founder economics in a venture term sheet sits in three clauses. The skill's reference material treats 1x non-participating liquidation preference as standard, and 1x participating or 2x as hostile. It treats a pre-money option pool as diluting founders, while a post-money pool dilutes everyone proportionally. For anti-dilution, broad-based weighted average is standard and full ratchet is hostile.

The reference files also give defaults for auto-renewal, which the source calls a common founder mistake when a 5-year term auto-renews with 60-day notice. Its contract playbook suggests cutting vendor auto-renewal notice to 30 days at most and insisting on a liability cap of 12 months of fees.

  • Liquidation preference: 1x non-participating is the standard default
  • Option pool: check whether it is pre-money or post-money
  • Anti-dilution: broad-based weighted average is the standard default
  • Negotiation focus: work on the worst three clauses rather than all of them

Safety notes and limits

The skill is explicitly not a substitute for licensed counsel. Its heuristics can miss context-specific risks, and its regulatory map is a general overview. Laws differ by state and country, so do not treat the output as a jurisdiction-specific conclusion.

The skill runs scripts, but according to its own description it does not use the network. Review any script before running it on confidential documents, and keep sensitive contracts on your own machine.

  • Not for final review or signing decisions
  • Not for jurisdiction-specific legal conclusions
  • Not for large or complex regulated deals without a specialist attorney
  • Always have a securities or venture attorney review a term sheet before signing

What people use it for

  • Reviewing a vendor MSA for auto-renewal and liability cap terms before signing
  • Checking a customer SaaS agreement for one-sided indemnification
  • Deciding which three term sheet clauses to negotiate first
  • Checking whether a contractor agreement includes a clear IP assignment
  • Listing regulatory triggers such as HIPAA or GDPR to raise with specialist counsel before building a feature

Frequently asked questions

Is the General Counsel Advisor skill free?

The skill is published under the MIT licence, as stated on its page. Check the licence file in the repository for the full terms before using it commercially.

What do I need to run it?

You need Python 3 for the scripts, which use only the standard library. You also need a plain-text contract file or a term sheet JSON file in the expected schema, and a compatible agent runtime that loads SKILL.md skills.

Where do I install the skill?

Unzip the downloaded ZIP into ~/.claude/skills/ for personal use or into a project's .claude/skills/ folder. In the Claude apps, you can upload it under Settings → Capabilities → Skills.

Can this replace a lawyer?

No. The skill states it is not a substitute for licensed counsel. It is meant to surface questions and flag common traps so you can have a more focused conversation with a qualified attorney.

How does it compare to just asking a chatbot for a contract review?

The skill gives the agent fixed frameworks, a checklist of 12 founder-unfriendly clauses, a term sheet scoring method and scripts that check files. A general chat answer does not use these reference files, though it can still miss context-specific risks either way.

Why won't the scanner or analyzer give me a clear answer?

The heuristics can miss context-specific risks, and the regulatory map is a general overview that varies by state and country. Treat the output as a starting list for counsel. If a script fails, check that your file is plain text or JSON in the expected schema, and run the analyzer with --help to confirm the format.

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Our verdict

Use this skill if you are a founder or early employee without an in-house lawyer and want a structured first pass on a contract or term sheet before paying outside counsel, or a clear list of issues for your attorney. Pick something else, or a specialist attorney, for final signing decisions, jurisdiction-specific conclusions, or large regulated deals where a wrong assumption would be costly.

Download the skill