# NDA Triage Agent

> An NDA triage agent that extracts key terms, flags non-standard and risky clauses against your playbook, and recommends lawyer review without giving legal sign-off.

- **Category:** Legal & Contracts
- **Difficulty:** Intermediate
- **Setup time:** 40 min
- **Stacks:** Claude, LangGraph, OpenAI
- **Version:** 2.0.0 (updated 2026-06-21)
- **Source:** https://agent-kits.com/kit/nda-triage-agent

## Overview

Identifies the NDA type and extracts the key terms (term, confidentiality scope, carve-outs, governing law).

Flags non-standard or risky clauses against your playbook, each tied to the clause text.

Recommends a review level and routes risky or unusual NDAs to a lawyer.

Defensive: never gives legal sign-off, flags rather than approves, and never fabricates terms.

## When to use it

- You process many NDAs and want them triaged before legal review.
- You have a playbook of standard terms to compare against.
- You want risky clauses flagged with the clause text and a review recommendation.
- You want faster routing to a lawyer, not an automated approval.

## When not to use it

- You want it to approve NDAs or say they're safe to sign — it won't.
- You expect legal advice rather than triage and flagging.
- You have no playbook or standards to compare against.
- You can't route flagged agreements to a lawyer.

## Architecture

- **NDA intake** — Receives the NDA document for triage.
- **Type classifier** — Determines whether the NDA is mutual, one-way, or unclear.
- **Term extractor** — Extracts key terms (duration, confidentiality scope, carve-outs, governing law) with clause citations.
- **Playbook comparator** — Compares each term to the organization's standard playbook to find deviations.
- **Risk & deviation flagger** — Flags non-standard or risky clauses and missing standard protections, each tied to the clause.
- **No-sign-off guard** — Blocks any 'safe to sign' or approval language; output is triage and flags only.
- **Review routing** — Recommends a review level and routes risky or unusual NDAs to a lawyer with citations.

## Files in this bundle

- `system-prompt.md` — the agent's system prompt
- `tools.json` — tool/function definitions the agent expects
- `workflow.md` — step-by-step run loop
- `.env.example` — environment variables to fill in
- `kit.json` — full structured metadata
- `starters/` — minimal starter snippets
- `LICENSE` — Apache-2.0 (code, configuration, and schema)
- `LICENSE-CONTENT` — CC BY 4.0 (specification text and documentation)
- `NOTICE` — attribution and trademark notice
- `run.py` — **runnable demo**: real agent loop with mock tools (`pip install anthropic`, set `ANTHROPIC_API_KEY`, `python run.py`)
- `agentaz.json` / `agentaz.schema.json` — AgentAz™ governance spec + schema

## Implementation notes

- Never let the agent approve an NDA or call it 'safe to sign'; it triages and flags, and legal judgment stays with a qualified lawyer.
- Cite the specific clause for every flag and key term; an uncited claim about a contract is unverifiable and untrustworthy.
- Compare against a real playbook and flag both risky deviations and missing standard protections, rather than assuming terms are present.
- Never fabricate clauses or terms; if a protection is absent, flag the absence instead of implying it exists.
- Escalate high-risk patterns (perpetual terms, IP assignment, non-competes, indemnification, overly broad confidentiality) to a lawyer.
- Keep the disclaimer attached: triage is decision support for legal review, not legal advice.
- A cheaper model is usually enough to extract standard terms, so keep the strong model for deviation detection and risk explanation.

## Variations

- **Basic — NDA summarizer:** Identifies NDA type and extracts key terms with clause citations for a reviewer. Triage only.
- **Advanced — Playbook-based triage:** Adds playbook comparison, risky-clause and missing-protection flagging with citations, risk rating, and lawyer routing.
- **Enterprise — Contract triage pipeline:** Adds CLM integration, configurable playbooks, batch triage, review-level routing, and audit trails for legal ops at scale.

## FAQ

**Will it tell me an NDA is safe to sign?**

No. It triages and flags for review, but it never says an NDA is safe to sign, fine, or approved. Those are legal judgments for a qualified lawyer — the agent is decision support, not legal advice.

**How does it flag risky clauses?**

It compares the NDA to your playbook and flags non-standard or risky clauses — like perpetual terms, IP assignment, or non-competes — each tied to the specific clause text, with a plain-language explanation of why it's worth attention.

**Does it cite where issues come from?**

Yes. Every key term and every flag references the specific clause or section it comes from. It won't make a claim about a term that isn't actually in the document.

**Can it miss a missing protection?**

It's designed to flag absences too — if a standard protection your playbook expects isn't present, it flags the gap rather than assuming it's there.

**What happens with a risky NDA?**

It rates the risk, recommends a lawyer-required review, and routes the agreement to legal with the flagged clauses, so the ones that need a lawyer reach one faster.

**Does it replace legal review?**

No. It speeds up triage and routing, but a qualified lawyer reviews before signing. The disclaimer is attached to every output for exactly that reason.


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© 2026 AgentKits · www.agent-kits.com

**Open source.** Code, configuration, and the AgentAz™ schema are licensed under
**Apache-2.0**; specification text and documentation under **CC BY 4.0** (with
attribution to AgentKits, link to https://www.agent-kits.com). See LICENSE, LICENSE-CONTENT,
and NOTICE in this bundle. "AgentAz" and "AgentKits" are trademarks of AgentKits.

**Flagship reference blueprint.** View the source, AgentAz™ spec, and frozen v1.0 schema
in the public registry: https://github.com/agent-kits/agentaz
Original: https://agent-kits.com/kit/nda-triage-agent
