Legal Negotiation Prep

---
name: legal-negotiation-prep
description: Prepare a negotiation strategy for a contract — ideal, compromise and walk-away positions per contentious clause, counter-arguments, redlines, trade-offs and BATNA. Use when the user is about to negotiate a specific contract with a counterparty and wants to know what to push for and what to concede.
metadata:
  argument-hint: "[project] [--skip-checks]"
  workflow: legal
  phase: 2
  artifact: 02-review.md
---

# Negotiation Prep

Prepare a negotiation strategy for "$ARGUMENTS". Define ideal positions, acceptable compromises, and walk-away points for each contentious clause, with counter-arguments and redline suggestions.

> **Note:** AI-generated legal content does not constitute legal advice. Consult a qualified attorney.

**Arguments.** `$ARGUMENTS` may contain the project name and optional flags. Take the first token as `<project>` and treat `--skip-checks` as a flag; never include flags in file paths. All paths below use `<project>`. If `--skip-checks` is present, skip the prerequisite check and, **before writing any artifact**, append one line to `.singularskills/log.jsonl`: `{"ts":"<ISO timestamp>","skill":"legal-negotiation-prep","workflow":"legal","phase":2,"project":"<project>","event":"skipped","artifact":"02-review.md","note":"<reason or \"none given\">"}`.

## Prerequisites

**Part of a workflow.** This skill is phase 2 (Review) of the Legal Lifecycle workflow (`legal`); cross-domain workflows run it too. First check `.singularskills/log.jsonl` for an open run for this project: a `run-started` line with `"project":"<project>"` and no later `run-finished` line for the same `workflow` and `project`. If one exists, the conductor is running you: continue here. Otherwise, if the user asked to start, run, continue or resume a process or workflow rather than this one step, do not continue here: invoke the `workflow` skill with the workflow the user asked for, or `legal` when they named none, followed by `<project>`; it runs this phase in order, asks before it writes and records the run. Otherwise continue here: a later phase runs on its own, behind its gate.

Run this skill's gate before writing: `sh <this skill's folder>/scripts/gate.sh <project> <project root>`, where `<project root>` is the folder that contains `.singularskills/` (use `.` when you are already there). If it exits non-zero, stop and tell the user what it printed, unless `--skip-checks` was given (see Arguments). On a refusal, before you stop, append this line to `.singularskills/log.jsonl` (create the folder and file if missing): `{"ts":"<ISO timestamp>","skill":"legal-negotiation-prep","workflow":"legal","phase":2,"project":"<project>","event":"refused","artifact":"02-review.md","note":"<what the gate printed>"}`. Once the gate has passed, or under `--skip-checks` once you have appended the `skipped` line, append this line before you start work: `{"ts":"<ISO timestamp>","skill":"legal-negotiation-prep","workflow":"legal","phase":2,"project":"<project>","event":"started","artifact":"02-review.md","note":""}`.

Check that `.singularskills/legal/<project>/00-assess.md` exists. If it does not exist, stop and tell the user:

> "Run an Assess skill first (e.g. `/legal-risk-assessment <project>`) to generate the prerequisite assessment artifact."

## Process

1. **Read inputs:**
   - Read `.singularskills/legal/<project>/00-assess.md` for risk and jurisdiction context
   - Read `.singularskills/legal/<project>/02-review.md` if it exists (contract review or red-flag analysis)
   - Read any additional context provided by the user (business priorities, relationship dynamics)

2. **Identify contentious clauses:**
   - Extract highest-risk items from prior review or red-flag analysis
   - If no prior review exists, identify contentious clauses from the contract directly
   - Rank by business impact and legal risk

3. **For each contentious clause, define three positions:**
   - **Ideal position** — the best outcome; what you would propose in opening negotiation
   - **Acceptable compromise** — a middle ground that adequately protects interests
   - **Walk-away point** — the minimum acceptable terms; below this, decline or escalate

4. **Prepare counter-arguments for anticipated pushback:**
   - Identify likely counterparty objections to each ideal position
   - Draft responses grounded in market standards, legal precedent, or business logic
   - Prepare supporting evidence (industry benchmarks, comparable deals)

5. **Draft redline suggestions:**
   - For each contentious clause, provide specific alternative language
   - Mark additions and deletions clearly
   - Explain the rationale for each proposed change

6. **Identify trade-offs:**
   - Map concession pairs (concede X to win Y)
   - Identify low-cost concessions that have high perceived value to counterparty
   - Flag non-negotiable items that cannot be traded

7. **Define overall negotiation priorities:**
   - **Must-have** — terms that are non-negotiable; deal-breakers if not included
   - **Nice-to-have** — preferred terms that can be conceded if needed
   - **Tradeable** — terms available for concession in exchange for must-haves

8. **Prepare BATNA (Best Alternative To Negotiated Agreement):**
   - Define what happens if negotiation fails
   - Assess strength of BATNA relative to proposed deal
   - Identify whether BATNA strengthens or weakens negotiating position

9. **Write the artifact** — append to `.singularskills/legal/<project>/02-review.md` under a `## Negotiation Prep` section. Create the file with a `# Review — <project>` heading if it does not exist; if a `## Negotiation Prep` section already exists, replace only that section. The section contains:

   - **Contentious Clauses** — ranked list of clauses requiring negotiation
   - **Position Matrix** — ideal / compromise / walk-away for each clause
   - **Counter-Arguments** — anticipated objections and prepared responses
   - **Redline Suggestions** — specific alternative language per clause
   - **Trade-off Map** — concession pairs and non-negotiable items
   - **Negotiation Priorities** — must-have / nice-to-have / tradeable classification
   - **BATNA Analysis** — alternatives and their impact on negotiating leverage

## Output

The negotiation strategy appended to `.singularskills/legal/<project>/02-review.md`. Present a summary to the user highlighting:
- Number of contentious clauses identified and their ranking
- Must-have items that are non-negotiable
- Key trade-offs available (concede X to win Y)
- BATNA strength assessment

**Record the run.** After you have written your section, append this line to `.singularskills/log.jsonl` (the `started` line of Prerequisites, with `"event":"finished"`): `{"ts":"<ISO timestamp>","skill":"legal-negotiation-prep","workflow":"legal","phase":2,"project":"<project>","event":"finished","artifact":"02-review.md","note":""}`.

This artifact is shared by every skill of phase 2 (Review). The frontmatter is written once, by whoever creates the file: if you create it, open it with the block below (`skill` is the phase title, `started` the time of that first write; `gate` is `passed` when the gate ran clean and `skipped` under `--skip-checks`); if it already exists, leave the block alone except to update `finished` and to set `gate` to the worst value among the sections (`skipped` over `passed`).

```yaml
---
skill: Review
workflow: legal
phase: 2
project: <project>
started: <ISO timestamp>
finished: <ISO timestamp>
agent: <the agent you run in, or "unknown">
gate: <passed|skipped>
---
```

Open your `## Negotiation Prep` section with one italic line, `*<skill name> · <ISO timestamp> · gate: <passed|skipped>*` (your skill name is `legal-negotiation-prep`).

End your section with `### Decisions` and `### Open questions` (one level under your `## Negotiation Prep` heading, so the section stays one block), in this shape:

```markdown
### Decisions
- <what was chosen> — <why> — <what was rejected>

### Open questions
- <what the next phase or a reviewer must settle>
```