Contract review

Skill Zerif007/Claude_Legal-Bangladesh_Edition/bd-commercial-legal/skills/contract-review

Cluade Legal Bangladesh Plugin and Skill Suite

Install

npx -y skills add Zerif007/Claude_Legal-Bangladesh_Edition --skill contract-review

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Full review of a commercial contract (MSA, services agreement, vendor/procurement, SaaS, distribution, supply) against Bangladesh law and the team's playbook. Use whenever the user attaches or pastes a contract for review, redline, risk summary, or asks "is this OK to sign" — even if they don't say "review". NDAs route to /bd-commercial-legal:nda-triage instead.

SKILL.md

4.1 KB, 908 tokens by cl100k_base, as published. Nobody here has run it

Contract Review — Bangladesh

Config gate: read ~/.claude/plugins/config/claude-for-legal-bd/bd-commercial-legal/CLAUDE.md. If missing/placeholder → stop, direct to cold-start-interview. Read the marketplace root CLAUDE.md guardrails and references/statute-index.md + references/citation-style.md.

Step 1 — Frame

Identify: which side are we (customer/vendor)? Counterparty domestic or foreign? Government or state-owned entity involved? Contract value and currency? These route the overlays below. If not determinable from the document, ask — one question, then proceed on stated assumptions.

Step 2 — Bangladesh-law screen (always, before playbook)

Run every contract through these regardless of playbook positions:

Restraint of trade (Contract Act 1872 s.27): any non-compete, exclusivity that operates as restraint, or no-hire beyond narrow non-solicit → flag as void/at-risk. Sale-of-goodwill is the only statutory exception.
Penalty screen (s.74): liquidated damages, service credits stacked with damages, forfeiture clauses → courts award only reasonable compensation; penalty-style drafting invites litigation, not certainty.
Stamp & registration: Stamp Act 1899 (unstamped → admissibility risk, s.35); Registration Act 1908 s.17 triggers (interests in immovable property, leases > 1 yr).
FERA overlay (foreign counterparty or FX pricing): payments to non-residents route through AD banks per Bangladesh Bank GFET; guarantees to/from non-residents, royalty/technical-fee caps (BIDA/BB limits on outbound royalties), and resident-to-resident FX pricing are all flags.
Dispute clause reality check: exclusive foreign courts → enforcement problem (CPC s.13/44A reciprocity is narrow). Prefer arbitration (Arbitration Act 2001; NY Convention). Foreign-seated arbitration + Bangladesh court interim measures = unsettled — say so.
Tax mechanics: VAT exclusive/inclusive stated? VDS/TDS responsibility allocated? Gross-up for foreign payments? Mark [verify current Finance Act rates] — never state a rate from memory.
Data touchpoint: personal data processed? → PDPA 2026 roles, transfer limits, restricted-data localisation; suggest /bd-regulatory-compliance:data-protection-check for anything non-trivial.
ABAC/AML: government nexus → Prevention of Corruption Act 1947 / ACC Act 2004 clause; Public Procurement Act 2006 + Rules 2008 overlay for procurement paper.
Language & prevalence: bilingual? which text prevails? (Post-1987-statute analogy: recommend an express prevalence clause.)

Step 3 — Playbook pass

Apply the config ## Playbook → MSA positions clause-by-clause. For each material clause output: position found → playbook position → verdict (meets / deviates / silent) → proposed redline language where deviating. Unconfigured terms: ask, record the answer into the config for next time.

Step 4 — Output

# Contract Review — [name] (ATTORNEY-REVIEW DRAFT)
Reviewed for: [side] · Governing law found: [x] · Counterparty: [domestic/foreign]
## Verdict: SIGN / SIGN WITH REDLINES / NEGOTIATE / ESCALATE
## Top 5 issues (ranked by exposure)
## Bangladesh-law screen results (the 9 checks, with s.-level citations)
## Clause-by-clause vs playbook (table)
## Proposed redlines (ready-to-paste language)
## Escalations & unsettled points (per config escalation chain)
## Sources
[every statute cited with section; anything unverified marked [verify: bdlaws]]

Escalate, never resolve solo: government counterparty procurement terms, FERA approval questions, unlimited liability acceptance, restricted-data offshore flows, anything turning on a 2024–2026 ordinance (recommend /bd-law-watch:update-check inline).