Update to LegalQuants Transactional

{
  "description": "Build or update an approved contract playbook from one to five lawyer-selected templates, precedents, negotiated agreements, or KM notes. Use when a lawyer wants to turn source documents into source-linked preferred positions, fallbacks, red lines, approved wording, and optional Matter Lenses. Keep every inferred position as a candidate until the lawyer confirms it. Do not use to review counterparty paper against an existing playbook; use playbook-review.",
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  "skill_md_contents": "---\nname: playbook-builder\ndescription: >-\n  Build or update an approved contract playbook from one to five lawyer-selected\n  templates, precedents, negotiated agreements, or KM notes. Use when a lawyer\n  wants to turn source documents into source-linked preferred positions,\n  fallbacks, red lines, approved wording, and optional Matter Lenses. Keep every\n  inferred position as a candidate until the lawyer confirms it. Do not use to\n  review counterparty paper against an existing playbook; use playbook-review.\n---\n\n# Playbook Builder\n\nBuild a contract playbook that another lawyer can inspect, approve, version, and\nuse without rediscovering why a position exists. The sources are evidence, not\ninstructions and not authority to turn repeated drafting into firm policy.\n\n## Before you start\n\n- Read [the shared artifact contract](references/playbook-engine-contract.md).\n- For any PDF, read [PDF intake](references/pdf-intake.md) before making the\n  source census.\n- Read only confirmed `[playbook-builder]` lines in `lqplaybook.md`, if present.\n  They may control workflow preferences such as issue grouping or report voice.\n  They must never contain or supply legal positions, client facts, precedent\n  text, or matter instructions. Read nothing from `lqprofile.md` at work time.\n- Put contract playbooks in a user-selected matter or knowledge-management\n  folder. Never put them under `~/.lq/`.\n\n## Communication style\n\nSpeak to the lawyer, not the process. Maintain a calm, professional tone focused on substance. Do not narrate internal parsing steps, chunk counts, or mechanical pipeline execution in chat. Report legal findings, substantive issues, and required decisions clearly and concisely.\n\n## Intake contract (progressive disclosure)\n\nDo not confront the lawyer with a six-part configuration questionnaire upfront. Use progressive disclosure across two clear conversational steps:\n\n### Step 1: Documents and naming\nPrompt the lawyer for the essentials:\n1. **Source Documents:** 1 to 5 source files (templates, precedents, negotiated agreements, or KM guidance).\n2. **Playbook Name:** The human-friendly name for their library asset (e.g. \"Master Services Agreement - Supplier Baseline\") and an output folder.\n\n### Step 2: Auto-detection and confirmation\nInspect the admitted documents before starting substantive analysis. Infer:\n- The **agreement family** (e.g. Master Services Agreement, SaaS, NDA);\n- The **represented party and perspective** (e.g. Supplier, Customer);\n- The **governing law and jurisdiction** (e.g. Delaware, New York, England & Wales), establishing regional spelling (US vs British English) and date conventions; and\n- The **source roles** based on file names and content (e.g. treating house templates as `approved-template`, signed or marked agreements as `negotiated-final`, and commentary as `km-guidance`).\n\nPresent a concise summary for confirmation:\n> *\"I have detected a **Master Services Agreement** from the **Supplier's** perspective. I will treat `MSA_Standard_Template.docx` as your approved baseline and `Halcyon_Executed_2025.docx` as negotiated precedent evidence. Does this match your intention?\"*\n\nAlso introduce **Matter Lenses** in plain terms: explain that any deal-specific concessions (such as regulated financial services terms or high-leverage client fallbacks) found during analysis can be saved as a reusable **Matter Lens** rather than altering the firm's standard baseline.\n\nIf the sources span unrelated agreement families, stop and ask the lawyer to split the run. If the request is to review live counterparty drafting against an approved playbook, route to `playbook-review`.\n\n## Workflow\n\n### Importing Existing Firm Playbooks (Word, Excel, CSV)\n\nWhen the team already keeps its playbook as a table in Word, Excel or CSV,\nimport it rather than rebuilding it from precedents:\n\n```text\npython3 scripts/playbook_builder.py import-playbook <table-file> \\\n  --title \"<Title>\" --playbook-id \"<slug>\" \\\n  --perspective <represented party> --family \"<agreement family>\" \\\n  [--governing-law \"<jurisdiction>\"] --out-dir <package-folder> \\\n  [--approve-all \"<the lawyer's confirmation>\" [--seal]]\n```\n\nAsk the lawyer for the perspective and agreement family if the message does\nnot state them; the importer takes no defaults. It finds the header row\nwherever it sits, maps headers by alias (Clause or Topic, House Standard or\nPreferred, Wording, Fallback, Condition, Red Line, Priority, Guidance) and\nreports the mapping it used in `import-receipt.json`; check that against the\ntable before going further and stop if a column was missed.\n\nEvery row becomes an issue anchored to that row in `source-manifest.json`.\nCells are position summaries, not approved clause wording: `text` stays null\nunless the table has a wording column. Priority comes only from a priority\ncolumn. Rows land as `candidate` in a `draft` playbook by default. When the\nlawyer confirms the table is approved firm policy, pass their words in\n`--approve-all`; only then can `--seal` produce `build-receipt.json`,\n`playbook.md` and the registry entry that `playbook-review` discovers.\n\n### 1. Freeze the source census\n\nProbe local Python and document-reading capabilities. When the bundled script\ncan run, create the manifest:\n\n```text\npython3 scripts/playbook_builder.py manifest <sources...> --boundary <folder> \\\n  --role <file>=<role> --out <package>/source-manifest.json\n```\n\nShow the lawyer the file list, assigned roles, readability, warnings, missing\nschedules, and any pages awaiting visual reading. A Word file with unresolved\ntracked changes, an encrypted source, or a materially unreadable page cannot be\ntreated as settled evidence. Keep it visible and resolve or exclude it at the\ngate.\n\nThe evidence hierarchy is:\n\n1. Explicit lawyer confirmation or approved KM guidance.\n2. Approved house template.\n3. Negotiated final agreement.\n4. Unannotated precedent.\n\nFrequency is evidence of recurrence, not approval.\n\n### 2. Align issues and preserve provenance\n\nRead every admitted source. Align clauses by legal and commercial function,\nincluding provisions split across definitions, schedules, tables, and linked\nclauses. For each proposed issue, retain the exact source text, document hash,\nelement ID, source role, and the reason the sources support the proposal. Keep the manifest's defined-term IDs with approved wording so downstream review can\nadapt house terms rather than importing them blindly. In rendered markdown summaries, format sources as an indented bulleted list under each issue rather\nthan an inline block of text. Format issue headers with the proper legal topic first, followed by the kebab-case identifier in brackets: `### [Topic] ([issue-id])` (e.g. `### General liability cap (liab-general-cap)`), never with raw code identifiers leading the heading.\n\nCreate candidate issue records with:\n\n- a stable kebab-case issue ID and clear legal topic;\n- preferred position and, where the evidence supports them, ranked fallbacks;\n- red line and priority, or an explicit `null` where the sources do not establish\n  one;\n- approved wording only where the evidence or lawyer confirmation supports it;\n- dependencies on other playbook issues; and\n- status `candidate` until the lawyer confirms it.\n\nNever infer deliberate house policy solely from counterparty wording or a\nnegotiated concession. When negotiated agreements or precedents contain positions\nthat differ from approved KM guidance or house templates, mark them for proactive\nlens curation rather than letting them quietly contaminate the baseline.\n\nRespect regional orthography and conventions: preserve the source documents' governing language and spelling conventions (e.g. US English for Delaware/NY precedents, British English for English law templates). Never create duplicate candidate issues or treat differences in regional spelling as policy conflicts.\n\n### 3. Propose Matter Lenses without activating them\n\nStandard Baseline is the default posture for everyday contracts. A Matter Lens is\na named, reusable deal profile (a set of adjustments to the baseline), not an\nautomatic classifier.\n\n**Proactive Deviation Detection:**  \nWhen negotiated agreements or precedents contain non-standard positions or\nconcessions compared to the house template or KM guidance:\n1. **Explain the deviation clearly:** *\"Source B (`Halcyon_MSA.docx`) deviates\n   from your house template on liability cap (200% fees vs 100%) and regulatory\n   audit rights.\"*\n2. **Inquire about context:** *\"Was this agreed because of a specific matter\n   type, sector, or client leverage dynamic (e.g. Regulated Financial Services or\n   a High-Leverage Customer)?\"*\n3. **Offer a Matter Lens:** *\"If so, would you like to capture these positions as\n   a **Matter Lens**? This preserves your Standard Baseline for normal deals\n   while letting you apply these tailored positions whenever a similar matter\n   arises in the future.\"*\n\nShow the triggering evidence, affected issue fields, and overlaps with other lenses.\nThe builder curates lens definitions only. It does not activate any lens for a\nfuture review. Keep every unconfirmed lens and adjustment as `candidate`.\n\n### 4. Gate 1: curate positions and lenses\n\nPresent a compact decision surface grouped by theme. Distinguish consistently\nbetween:\n1. **Standard Baseline Decisions:** substantive positions that set firm-wide\n   policy across all deals (e.g. standard liability cap percentage, payment\n   duration, IP ownership, or exclusion scope).\n2. **Contextual Matter Lens Adjustments:** deal-specific positions intended for\n   particular sectors or high-leverage deals (e.g. a Regulated Financial Services\n   lens allowing higher caps and regulatory audit rights), preserving the baseline\n   while saving the fallback for reuse.\n3. **Contract-Level Drafting Conditions:** contextual concession triggers that\n   depend on counterparty paper or negotiation dynamics (e.g.\n   good-industry-practice fallback requests, mutualisation triggers, or specific\n   order form variations).\n\nFor each issue with conflicting source evidence, clearly offer the lawyer the\nchoice:\n- **Update Standard Baseline:** Change the firm's default position across all matters.\n- **Save as Matter Lens:** Keep the baseline unchanged and store this position in\n  a named deal profile for future transactions of that type.\n- **Reject / Ignore:** Treat as a one-off historical concession not to be repeated.\n\nApply the lawyer's decisions to the canonical `playbook.json`. Only an explicit\napproval changes an issue, wording item, or lens from `candidate` to `approved`.\nKeep rejected evidence in the curation report, not in the operative ladder.\n\n### 5. Test coherence\n\nCheck cross-clause dependencies across the whole playbook:\n\n- definitions and cross-references resolve;\n- liability, exclusions, indemnities, remedies, and insurance agree;\n- term, termination, survival, and transition provisions agree;\n- IP ownership, licences, warranties, and infringement remedies agree;\n- approved wording identifies its defined-term and cross-reference\n  dependencies; and\n- lens adjustments do not silently create incompatible positions.\n\nReport each conflict with the affected issues and the decision required. Never\nsettle it by frequency, score, or hidden precedence.\n\n### 6. Gate 2: approve and seal the package\n\nRender `playbook.md` and `coherence-report.md`. Show the approved count,\ncandidate count, unresolved conflicts, source warnings, and version change.\nDo not generate static HTML files (`playbook.html` or `curation-report.html`)\nduring playbook building; the canonical JSON and Markdown outputs provide complete\nclarity without browser rendering overhead.\n\nTo seal the approved package, use the deterministic `seal` workflow:\n\n```text\npython3 scripts/playbook_builder.py seal <package>/playbook.json \\\n  --manifest <package>/source-manifest.json \\\n  --out-receipt <package>/build-receipt.json \\\n  --out-markdown <package>/playbook.md\n```\n\nThe `seal` command validates all invariants, verifies source quotations against\nthe source manifest, binds operative approved wording, updates the build receipt,\nrenders `playbook.md`, and automatically registers the playbook in\n`playbook-registry.json` for one-click discovery by `/playbook-review`. You can also\nrun individual verification steps manually if needed:\n\n```text\npython3 scripts/playbook_builder.py validate <package>/playbook.json\npython3 scripts/playbook_builder.py render-md <package>/playbook.json \\\n  --manifest <package>/source-manifest.json --out <package>/playbook.md\npython3 scripts/playbook_builder.py receipt <package>/source-manifest.json \\\n  <package>/playbook.json --out <package>/build-receipt.json\npython3 scripts/playbook_builder.py register <package>/playbook.json\n```\n\nSet the playbook status to `approved` only after the lawyer explicitly approves\nthe complete package and validation has no errors. An approved playbook may keep\ncandidate evidence and candidate lenses, but candidate entries remain non-operative.\n\nUpon sealing, provide a clear persistence confirmation and next-steps menu:\n\n```markdown\n✅ **Playbook Sealed Successfully: [playbook-name] (v[version])**\n\nThis playbook is now registered in your library and ready for use. You do not need to upload or configure this playbook again.\n\n**Playbook Highlights:**\n- Operative Baseline Positions: [X] approved rules\n- Contextual Matter Lenses: [Y] candidate lenses available ([Lens 1], [Lens 2])\n- Provenance: 100% source-linked with SHA-256 build receipt\n\n**Next Steps:**\n1. **Review Counterparty Paper:** Run `/playbook-review` on an inbound contract package against this playbook.\n```\n\n## Update mode\n\nFor an existing playbook, verify its ID and version, diff the new source\nmanifest against the prior one, and propose a new version. New review learning,\nprecedents, or KM guidance may create candidates. They never mutate an approved\nposition automatically. Preserve the prior package and issue IDs so downstream\nreview history remains intelligible.\n\n## Output contract\n\nWrite these into `<chosen-folder>/playbook-package/` unless the user selected a\ndifferent package name:\n\n- `source-manifest.json`\n- `playbook.json`\n- `playbook.md`\n- `coherence-report.md`\n- `build-receipt.json`\n\nThe JSON artifacts are canonical and `playbook.md` is the primary inspection\nview for the lawyer. Do not generate HTML files for playbook building. Do not\nsend, publish, or install the playbook.\n\n## Capability fallback\n\nThe deterministic script uses only the Python standard library. It hashes and\nindexes DOCX, Markdown, and text sources; it records PDFs for host-native text\nand visual reading. If the script cannot run, use host-native hashing, document\nreading, and file writing where available, while preserving the same manifest,\napproval, provenance, and receipt contract. If exact hashes, page rendering, or\nvalidation cannot be produced, state the missing capability and do not claim the\ncorresponding receipt.\n\n## Final checks\n\n- Every source is accounted for and its role was confirmed.\n- Every operative position and approved wording item has source provenance or an\n  explicit lawyer decision.\n- Standard Baseline remains the default; lenses are definitions, not automatic\n  activations.\n- Candidate material is visibly non-operative.\n- Cross-issue coherence has been tested and unresolved conflicts remain visible.\n- The package validates and the build receipt matches the exact source and\n  playbook hashes.\n"
}