# Scenario 02 > Guides extraction of key terms from a commercial property purchase and sale agreement into a structured term sheet by reading the agreement carefully, cross-referencing supporting documents for issues, and organizing output by topic for client and partner use. - Skill: `finchipaiorg/scenario-02` (Agent Skill) - Install (CLI): `npx skillmds@latest add finchipaiorg/scenario-02` - Raw SKILL.md: https://api.skillmd.com/api/skills/finchipaiorg/scenario-02/raw - Safety review: pending - Works with: Claude Code, Claude.ai, OpenAI Codex - Category: Coding & Dev Tools - Author: FinchipAIOrg (https://skillmd.com/u/finchipaiorg) - Updated: 2026-09-22 - Page: https://skillmd.com/skills/finchipaiorg/scenario-02 --- # Skill: Extract Key Terms from Commercial Property Purchase and Sale Agreement ## 1. Subject-matter triage - Treat the PSA as the primary source and the supporting diligence materials as issue-amplifiers, not replacements for the deal documents. - Confirm whether the record set includes one property, multiple parcels, or layered ownership/occupancy interests; if multiple are present, separate the analysis by asset or interest before drafting the term sheet. - Distinguish core economic terms from diligence-driven risk terms, then from mechanics and closing logistics. - If the file includes client instructions or issue lists, treat them as controlling priorities for what to surface and flag. ## 2. Failure modes the skill is correcting - Extraction is done from the PSA alone, so diligence findings that affect title, environmental risk, use restrictions, or closing risk are missed. - The output is a flat recap instead of a topic-based term sheet that a real estate lawyer can use for underwriting and negotiation. - Key terms are stated without section citations, exhibit references, or schedule cross-references, making verification difficult. - Unusual, seller-favorable, ambiguous, or internally inconsistent provisions are described but not flagged as issues. - Supporting documents are summarized generically rather than tied back to the specific PSA provisions they affect. - The draft reads like a narrative memo instead of a deal term sheet with clear headings and issue calls. - The work assumes one set of terms when the file may contain multiple properties, parties, contingencies, or closing tracks that must be separated. ## 3. Legal frameworks / domain conventions that apply - Use standard PSA topic groupings: parties and transaction structure; property description and included/excluded assets; purchase price and deposit mechanics; due diligence and inspection rights; title, survey, and objection process; representations, warranties, and disclaimers; covenants between signing and closing; conditions to closing; casualty, condemnation, default, and remedies; prorations, closing costs, and closing deliverables. - Cross-reference the PSA with any exhibits, schedules, addenda, disclosures, title commitments, surveys, environmental reports, lease abstracts, estoppels, or other diligence materials when they alter the meaning or risk profile of a PSA term. - Read defined terms in the context of their definitions and any incorporated schedules; do not extract a term in isolation if its content is materially shaped by a definition or exhibit. - Issue-spotting should focus on deviations from market expectations, ambiguity, internal inconsistency, missing protections, or mismatches between diligence findings and contract allocation of risk. - When a provision depends on a legal standard or market convention, identify the governing doctrine or document-based authority in the analysis rather than implying a conclusion without support. - When the agreement allocates obligations across periods or entities, note the operative timing and the responsible party. ## 4. Analytical scaffolds - Read the entire PSA first, then the supporting documents, then return to the PSA to extract terms in light of the diligence record. - Build the term sheet by topic, not by article order, but preserve each controlling section reference and any exhibit or schedule citation. - For each topic, state the operative business term in plain language, then note the contractual source, then identify any issue or inconsistency. - If the same concept appears in multiple places, synthesize it into one topic entry and cite all relevant locations. - If the file contains more than one property, party, closing condition, date, or diligence issue, list the full set explicitly before analysis and keep the rows separate. - For each identified issue, explain why it matters in transaction terms, how it interacts with another provision or document, and what the likely consequence is for the client. - Give special attention to timing provisions, cure periods, election rights, notice mechanics, and survival/liability limits, because these often control the practical effect of the deal. - Treat omissions as issues when a standard PSA topic is absent but should be present to understand risk allocation or closing mechanics. ## 5. Vertical / structural / temporal relationships - Track the sequence from signing through due diligence, title/survey objections, cure periods, closing conditions, closing, and post-closing survival. - Note how an issue in one document can change the operation of another provision later in the timeline, especially where diligence findings affect closing conditions, indemnities, or termination rights. - If the PSA contains layered obligations that depend on a later event or election, make the dependency explicit so the reader can see the trigger, the actor, and the consequence. - Where a term is shared across schedules, exhibits, and body provisions, identify which document controls if there is a conflict. - If multiple assets or counterparties are involved, keep their rights and obligations separate so the term sheet does not blur distinctions that matter at closing or after closing. ## 6. Output structure conventions - Deliver the output as a term sheet organized by topic with concise headings and subheadings that mirror a real estate attorney’s review path. - Under each topic, include: - the extracted term in plain English, - the controlling PSA section and any related exhibit or schedule reference, - any issue flag with a short explanation of the concern. - Use a consistent, readable format so each topic can be scanned quickly; do not bury source references inside prose. - Make issue flags visually distinct from the extracted term, using a separate line or label. - Where a topic is not expressly addressed in the PSA but is important for deal understanding, note the omission as an issue rather than inventing a term. - Keep the document practical and client-facing: concise enough for use, but detailed enough to support negotiation and diligence review. - Name the deliverable exactly as instructed: `psa-term-sheet.docx`.