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Build the material contracts disclosure schedule from diligence findings, applying the purchase agreement's Material Contract definition and formatting per the agreement's schedule format. Use when user says "build the contracts schedule", "disclosure schedule", "schedule 3.X", "material contracts list", or when drafting disclosure schedules.
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请帮我安装 askskill 上的 "material-contract-schedule" 技能： 1. 下载 https://raw.githubusercontent.com/anthropics/claude-for-legal/main/corporate-legal/skills/material-contract-schedule/SKILL.md 2. 保存为 ~/.claude/skills/material-contract-schedule/SKILL.md 3. 装好后重载技能，告诉我可以用了
Matter context. Check ## Matter workspaces in the practice-level CLAUDE.md. If Enabled is ✗ (the default for in-house users), skip the rest of this paragraph — skills use practice-level context and the matter machinery is invisible. If enabled and there is no active matter, ask: "Which matter is this for? Run /corporate-legal:matter-workspace switch <slug> or say practice-level." Load the active matter's matter.md for matter-specific context and overrides. Write outputs to the matter folder at ~/.claude/plugins/config/claude-for-legal/corporate-legal/matters/<matter-slug>/. Never read another matter's files unless Cross-matter context is on.
The purchase agreement has a rep: "Schedule 3.X lists all Material Contracts." This skill builds that schedule from the diligence findings — which contracts are material per the agreement's definition, in the format the agreement requires.
~/.claude/plugins/config/claude-for-legal/corporate-legal/CLAUDE.md → materiality thresholds (may differ from the agreement definition — use the agreement's)Pull the definition of "Material Contract" from the purchase agreement — the PA definition controls. Deal-structure differences (stock vs. asset vs. merger) can change how a prong is interpreted, and regulated-industry overlays (healthcare, defense, financial services, telecom, government contracting) can add consent requirements that live outside the PA. If the deal involves any of those overlays, research the applicable anti-assignment or novation rules (for example, federal contracts, government contracting novation, sector-specific consent statutes) and cite the controlling rule.
Common prong categories to look for in the PA definition — these are not a substitute for reading the PA, and the list the PA uses controls:
The PA's definition is the test. Apply it mechanically — every contract that meets any prong in the PA's definition goes on the schedule.
For each contract reviewed in diligence:
| Contract | Meets prong(s) | Include |
|---|---|---|
| [name] | [$X+ annual value; CoC provision] | Yes |
| [name] | [none] | No |
Edge cases to flag for human decision:
For each included contract, the schedule typically needs:
| Field | Source |
|---|---|
| Counterparty name | Contract |
| Contract title/type | Contract |
| Date | Contract |
| Term / expiration | Contract |
| Annual/total value | Contract or management data |
| Which materiality prong it meets | Step 2 analysis |
| Consent required for the deal | Diligence finding |
| VDR reference | Diligence inventory |
Pull from existing diligence extractions. If a field is missing, flag it — don't guess.
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Review and approve (or reject) pending playbook update proposals from the playbook-monitor agent and apply approved changes to the practice profile. Use when the playbook-monitor agent has surfaced proposals, when the user says "review playbook proposals", "what playbook updates are pending", or wants to step through deviation-driven playbook changes.
Reference: review of SaaS subscription agreements with attention to the terms that matter most in subscription deals — auto-renewal mechanics, price escalation, data portability, uptime SLAs, and subprocessor rights. Loaded by /commercial-legal:review when a SaaS or subscription agreement is detected.
Drafts board or committee meeting minutes in your house format. Auto-detects upcoming board and committee meetings from your calendar, asks for the agenda and any slides or pre-read materials, and produces a complete draft in the format learned from your seed minutes. Also handles written consents in lieu of meetings. Trigger: "board minutes", "draft minutes", "upcoming board meeting", "committee minutes", "written consent", or calendar detection of an upcoming board or committee event.
Aggregate diligence findings into a deal team briefing at the right altitude for the audience — exec summary for leadership, working summary for the team. Use when user says "brief the deal team", "what's the state of diligence", "summarize findings for [audience]", "deal update", or on the briefing cadence.
Entity compliance tracker — initialize, report upcoming deadlines, update status, run health audit, export to CSV. Maintains a compliance-tracker.yaml built from the entity table, calculates filing deadlines by entity and jurisdiction, and surfaces what's due in the next 30/60/90 days. Use when user says "entity compliance", "filing deadlines", "annual reports due", "entity tracker", "what filings are due", "entity health", or "good standing".
Trace how a contract has changed across its base agreement and all amendments — either a summary of all changes over time, or a provision trace for a specific clause. Use when the user says "what changed in this contract over time", "show me the amendment history", "where's the latest [clause]", "how has [provision] evolved", or uploads multiple versions of an agreement.