| name | indemnification-general |
| description | Analyze, draft, and review Indemnification clauses for General contracts. Use when the user mentions indemnification, indemnify, hold harmless, or asks to review, redline, or generate this clause type. Returns structured risk assessment, plain-language summary, and suggested alternative language.
|
Indemnification Clause -- General
This skill provides expert-level analysis and drafting assistance for
Indemnification clauses in General contracts.
When to Activate
Activate this skill when the user:
- Uploads or pastes a contract containing a Indemnification clause
- Asks to draft, redline, or improve a Indemnification clause
- Asks for a risk assessment of an existing Indemnification provision
- Mentions keywords: indemnification, indemnify, hold harmless
Workflow
Step 1 -- Intake
Ask the user (if not already provided):
- Which party are you representing? (e.g., vendor, client, buyer, seller)
- Jurisdiction governing the contract? (e.g., New York, California, England & Wales)
- Is this a draft for review or should I generate fresh language?
Step 2 -- Analysis
If reviewing existing language, output the following structure:
## Indemnification Clause Analysis
### Plain-Language Summary
[2-3 sentence plain-English description of what the clause does]
### Key Provisions Identified
- [Provision 1]
- [Provision 2]
### Risk Assessment
| Item | Risk Level | Notes |
|------|-----------|-------|
| [item] | High / Medium / Low | [explanation] |
### Recommended Redlines
[Specific suggested changes with rationale]
### Market Standard Comparison
[How this clause compares to typical General market standard]
Step 3 -- Drafting
If generating new language, produce:
- Balanced version (neither party-favored)
- Favorable to client version
- Negotiation notes -- what the other side will likely push back on
Indemnification Playbook -- General
See scripts/playbook.md for detailed clause-specific guidance,
fallback positions, jurisdiction-specific notes, and precedent language.
Important Notes
- Always caveat that output is not legal advice and should be reviewed by qualified counsel.
- Flag any provisions that may be unenforceable or jurisdiction-specific.
- When jurisdiction is unknown, apply general common-law principles and note assumptions.
