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Clause teardown, December 22, 2025

Clause teardown: confidentiality carve-outs

Tobias RennerCounsel, Commercial6 min read

The problem

Every review team we work with has a version of this problem. Confidentiality carve-outs rarely announces itself.

The usual approach is to read for the obvious form of the issue and move on. That catches the clean cases. It misses the ones where the operative language sits somewhere other than where you expect, which in a negotiated document is most of the time.

What we do about it

In the current build this runs as part of the standard pass, so it applies to every document in the set rather than only the ones someone thought to check.

Where it breaks

Scanned originals with poor image quality remain the weakest input. So do agreements that were assembled from three precedents and never reconciled, which is common in long-lived supplier relationships.

None of this removes the reviewer. It moves the reviewer to the part of the work where judgement actually pays.

privacydiscovery

Working notes from the Lawrs team. General information about legal technology and practice, not legal advice.