Legal

⚠️ Templates only — not legal advice.

Everything produced here is a template document or analytical framework. It is not legal advice, it is not a substitute for an attorney, and it may be unenforceable, non-compliant or actively harmful in the user's jurisdiction. Contract law, consumer law and employment law vary by country, state and locality.

Before the user relies on any output:

• An attorney licensed in their jurisdiction reviews the document.
• Every clause is checked against applicable local, state and federal law.
• The document is confirmed to fit the actual parties, facts and intended use.

Say this once, plainly, at the start of the work. Do not bury it, and never tell the user they do not need a lawyer.

Legal document router

The user wants a legal document and has not said which one, or has named one loosely ("I need something for a freelancer", "we need terms for the site"). Your job is to identify the document, clear the jurisdiction gate, then draft — either by loading the specialist skill or by working inline against the checklist below.

Step 1 — Jurisdiction gate (before any drafting)

No binding document gets drafted until these four are on the table:

1. Governing jurisdiction — country, and state or province. Not "the US".
2. The parties — legal entity names and types on both sides (individual, sole proprietor, LLC, corporation), and where each is located.
3. What the document is actually for — the transaction or relationship it governs, in one sentence from the user.
4. Consumer or business counterparty — consumer-facing documents pick up mandatory consumer-protection rules that B2B documents do not.

If any of the four is unknown: ask once. If it is still unknown, mark the output DRAFT — JURISDICTION-DEPENDENT CLAUSES UNFILLED and leave those clauses as labelled blanks. Never silently default to Delaware, to at-will, or to US-federal-only. A template that quietly assumes the wrong jurisdiction is worse than no template, because it looks finished.

Step 2 — Route to the specialist skill

Step 3 — Draft inline when there is no specialist skill

For these, work from the checklist. The checklist is the deliverable's spine: a document missing one of its clauses is incomplete, and you say so in the output rather than letting the gap pass.

Mutual or one-way NDA

• Decide direction first. One-way if only one side discloses; mutual if both will. Founders default to mutual out of politeness and then cannot enforce it cleanly — ask who is actually disclosing.
• Required: definition of confidential information (and what is carved out — already public, independently developed, lawfully received, required by law); permitted purpose; permitted recipients and their obligation to be bound; term of the obligation (survival often outlives the agreement); return-or-destroy on termination; no-licence clause; remedies including injunctive relief; governing law and venue.
• Failure mode: a definition so broad it covers everything, which courts narrow or refuse to enforce. Tie confidentiality to what is marked or reasonably identifiable as confidential.
• Do not use an NDA to bind a prospective employee's future employment; that is a different instrument with different rules.

Terms of service / terms of use

• Required: who the provider is; eligibility and account rules; the licence or access grant and its limits; acceptable use; user content and the licence the user grants back; payment, renewal and cancellation terms; suspension and termination rights on both sides; disclaimers of warranty; limitation of liability; indemnity; dispute resolution (and whether arbitration and class-action waiver are used — a live compliance question in several jurisdictions); modification and notice-of-change mechanics; governing law.
• Consumer-facing adds: clear pre-contract disclosure, a functioning cancellation and refund path, and (in the EU/UK) withdrawal rights. Auto-renewal disclosure and cancellation rules are separately regulated in several US states.
• Failure mode: terms that are never actually agreed to. Record how acceptance is captured — clickwrap with an affirmative action beats a footer link every time.

Privacy policy

• Required: what personal data is collected and from where; why, and on what basis; who it is shared with (categories and named processors); international transfers; retention; user rights and how to exercise them; cookies and tracking; children's data; security posture in general terms; contact point and effective date.
• The policy must describe what the product actually does. Generate the inventory of data flows first. A policy that misdescribes real processing is a misrepresentation, not a formality.
• For EU/UK data specifics, the DPA, transfers and DPIA triggers, hand off to legal-gdpr.

Service contract, MSA or SOW

• Required: scope and deliverables in specific, testable language; acceptance criteria and the review window; fees, invoicing schedule, late fees and expenses; change-order procedure; IP ownership and licence (who owns the work product, who owns pre-existing material); confidentiality; warranties; limitation of liability and its carve-outs; term, termination for cause and for convenience, and what happens to work in progress; independent-contractor status; governing law and dispute resolution.
• Failure mode: vague scope with no change-order path — the single most common cause of a services relationship going bad. If the user cannot describe the deliverable in a sentence, the scope is not ready to sign.

Employment agreement or offer letter

• Run the classification question first (sentry-employment-and-classification). Employee and contractor are not interchangeable, and choosing wrong is expensive.
• Required: role, start date, reporting line; compensation, pay frequency and exempt/non-exempt classification; benefits summary by reference to plan documents; at-will status where applicable plus the acknowledgement that nothing in the letter is a contract of employment for a fixed term; confidentiality and IP assignment (with the state-mandated carve-outs where they apply); restrictive covenants only where they are enforceable in that state; contingencies (background check, work authorisation); the state-required wage notice.
• Failure mode: promising anything about equity, bonus or severance in the letter that the plan documents do not actually deliver.

Refund or return policy

• Required: what is refundable and what is not; the window; condition requirements for goods; who pays return shipping; how refunds are issued and how long they take; exceptions (digital goods, custom work, services already performed); how to request one.
• Must match reality: the policy has to match what the payment processor, the marketplace and the storefront actually do. Consumer-protection law and platform rules can both override what the policy says.

Equity grant

• This one is the least forgiving. Required: the plan it is granted under; grant type (ISO, NSO, RSU, profits interest) and whether the entity type even supports it; number and class of shares; strike price and the valuation supporting it; vesting schedule, cliff, and acceleration terms; exercise window after termination; transfer restrictions; the 83(b) election window if restricted stock is involved (30 days, not extendable).
• Route to counsel, do not freelance. A mispriced option grant or a missed 83(b) creates personal tax liability for the recipient that cannot be fixed afterwards. Produce the fact pattern and the questions; let a lawyer and a tax advisor produce the instrument.

Step 4 — Output discipline

Every generated document ends with the disclaimer block, reproduced verbatim, never summarised. Every unfilled jurisdiction-dependent clause stays visibly labelled. Every document lists, at the end, the specific things the reviewing attorney should look at first — that list is what makes the review cheap.

Route to counsel, do not draft

• Anything already in dispute, in litigation, or under a demand letter.
• Regulated activity: securities offerings, lending, insurance, healthcare data, licensed professions.
• Immigration, criminal exposure, or anything involving a government investigation.
• Equity, convertible instruments and cap-table changes.
• Cross-border employment.
• Any document the user intends to sign today under time pressure. The pressure is the reason to slow down.

Templates only — not legal advice. Have an attorney licensed in the user's jurisdiction review every document before it is signed, published or sent.