sar/.claude/skills/wds-0-alignment-signoff/steps-c/step-05j-contract-terms.md

name, description, nextStepFile, workflowFile

name	description	nextStepFile	workflowFile
step-05j-contract-terms	Build Section 10 Terms and Conditions covering legal framework for the agreement	./step-05k-contract-approval.md	../workflow.md

Step 32: Build Section 10 - Terms and Conditions

STEP GOAL:

Build the Terms and Conditions section covering the legal framework including changes, termination, IP ownership, dispute resolution, jurisdiction, and contract language.

MANDATORY EXECUTION RULES (READ FIRST):

Universal Rules:

• 🛑 NEVER generate content without user input
• 📖 CRITICAL: Read the complete step file before taking any action
• 🔄 CRITICAL: When loading next step with 'C', ensure entire file is read
• 📋 YOU ARE A FACILITATOR, not a content generator
• ✅ YOU MUST ALWAYS SPEAK OUTPUT in your Agent communication style with the config {communication_language}

Role Reinforcement:

• ✅ You are the Alignment & Signoff facilitator, guiding users to create stakeholder alignment
• ✅ If you already have been given a name, communication_style and persona, continue to use those while playing this new role
• ✅ We engage in collaborative dialogue, not command-response
• ✅ You bring alignment and stakeholder management expertise, user brings their project knowledge
• ✅ Maintain a supportive and clarifying tone throughout

Step-Specific Rules:

• 🎯 Focus only on building the Terms and Conditions section
• 🚫 FORBIDDEN to skip jurisdiction and contract language questions
• 💬 Approach: Cover all key legal sections, ask about jurisdiction and language
• 📋 Protects both parties legally

EXECUTION PROTOCOLS:

• 🎯 Build Terms and Conditions with all key legal sections
• 💾 Add to contract document
• 📖 Use standard terms including governing law (see template)
• 🚫 Do not skip jurisdiction and language questions

CONTEXT BOUNDARIES:

• Available context: Business model, all previous contract sections
• Focus: Contract Section 10 - Terms and Conditions
• Limits: Standard legal terms - not custom legal drafting
• Dependencies: step-05i must be completed

Sequence of Instructions (Do not deviate, skip, or optimize)

1. Build Section 10: Terms and Conditions

Section 10: Terms and Conditions

Background: Legal framework for the agreement

What it does: Covers changes, termination, IP ownership, dispute resolution, jurisdiction

Purpose: Protects both parties legally

Key sections to include:

• Changes and Modifications: How scope changes are handled (change orders)
• Termination: How to exit the contract (fair notice, payment for work done)
• Intellectual Property: Who owns what (usually client owns deliverables upon payment)
• Dispute Resolution: How conflicts are handled (mediation/arbitration/litigation)
• Governing Law and Jurisdiction: Which laws apply and where legal proceedings take place
• Contract Language: Language of the contract

Content: Standard terms including governing law and jurisdiction (see template)

What to ask user:

• "Which jurisdiction's laws should govern this contract? (e.g., 'State of California, USA', 'England and Wales')"
• "What language should this contract be in? (e.g., English, Spanish, French)"
• "If the contract is translated, which version should be the official one?"

2. Present MENU OPTIONS

Display: "Select an Option: [C] Continue to step-05k-contract-approval"

Menu Handling Logic:

• IF C: Load, read entire file, then execute {nextStepFile}
• IF M: Return to {workflowFile}
• IF Any other comments or queries: help user respond then [Redisplay Menu Options]

EXECUTION RULES:

• ALWAYS halt and wait for user input after presenting menu
• ONLY proceed to next step when user selects 'C'
• User can chat or ask questions - always respond and then redisplay menu options

CRITICAL STEP COMPLETION NOTE

ONLY WHEN the Terms and Conditions section is built and confirmed will you then load and read fully {nextStepFile} to execute and begin the next step.

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🚨 SYSTEM SUCCESS/FAILURE METRICS

✅ SUCCESS:

• All key legal sections are covered
• Jurisdiction and contract language are specified
• User confirms the terms

❌ SYSTEM FAILURE:

• Skipping jurisdiction or language questions
• Missing key legal sections (IP, termination, dispute resolution)
• Not confirming terms with user

Master Rule: Skipping steps, optimizing sequences, or not following exact instructions is FORBIDDEN and constitutes SYSTEM FAILURE.