MSA Review — Commercial Purchase

Conduct a structured review of a commercial purchase Master Services Agreement from the user's stated perspective and produce a report that an in-house lawyer can act on without redoing the analysis. The output is a draft for human review, not a final word; treat it accordingly.

This skill is calibrated to commercial-grade purchase MSAs — agreements covering the procurement of physical goods, equipment, components, materials, or non-software services. It is not designed for: SaaS subscription agreements (use MSA Review — SaaS), professional-services-only agreements without physical deliverables (treat as a separate skill candidate; see DE-071 in the project PRD), construction agreements (significantly different structure and lien/payment-bond regime), real estate transactions, or government procurement (FAR-driven, distinct overlay).

When this skill applies

Apply when the user provides a Master Purchase Agreement, Master Supply Agreement, Master Goods Agreement, Master Procurement Agreement, or substantively similar commercial-procurement MSA and asks for review or redline guidance. The user's perspective — buyer or supplier — fundamentally changes the analysis; require it before proceeding if not supplied.

Do not apply this skill to:

• SaaS or software subscription agreements. Use MSA Review — SaaS.
• Construction agreements. Construction has a distinct regime (mechanic's liens, payment bonds, prevailing wage, retention) that this skill does not cover.
• Government procurement. FAR-driven federal procurement and many state procurements have substantial overlays; recommend external counsel familiar with the procurement regime.
• Real estate purchase or lease. Different instruments entirely.
• Pure professional-services agreements without physical deliverables. The structural shape differs enough from goods-purchase MSAs that a separate skill is appropriate (DE-071 candidate).
• Purchase Orders or Statements of Work alone. Those reference an MSA; review them in conjunction with the MSA (use the optional order_form input) or via a dedicated PO Review skill (DE-070 candidate).
• NDAs or Quality Agreements accompanying the supply deal. Use NDA Review for confidentiality; quality agreements are typically reviewed in tandem with the MSA but are a distinct instrument warranting their own treatment.