scripts/create_sample_docs.py

"""
scripts/create_sample_docs.py — Generate sample legal documents for testing

Creates 4 sample input documents as text files that simulate the legal
documents described in the plan. These can be used directly for testing
the ingestion pipeline.

Run: python scripts/create_sample_docs.py
"""

import sys
from pathlib import Path

PROJECT_ROOT = Path(__file__).parent.parent
sys.path.insert(0, str(PROJECT_ROOT))

SAMPLE_DIR = PROJECT_ROOT / "data" / "sample_inputs"
SAMPLE_DIR.mkdir(parents=True, exist_ok=True)


def create_contract_messy():
    """3-page service agreement with some OCR-like artifacts."""
    text = """SERVICE AGREEMENT

This Service Agreement ("Agreement") is entered into as of January 15, 2024,
by and between TechCorp Solutions Inc., a Delaware corporation with principal
offices at 500 Technology Drive, Suite 200, Wilmington, DE 19801 ("Provider"),
and Greenfield Properties LLC, a New York limited liability company with
principal offices at 245 Park Avenue, New York, NY 10167 ("Client").

RECITALS

WHEREAS, Provider is engaged in the business of providing technology
consulting and cloud migration services; and

WHEREAS, Client desires to engage Provider to perform certain technology
consulting services as more fully described herein;

NOW, THEREFORE, in consideration of the mutual covenants and agreements
hereinafter set forth, and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the parties agree
as follows:

ARTICLE 1 — SCOPE OF SERVICES

1.1 Provider shall deliver cloud migration consulting services as described
in Exhibit A attached hereto and incorporated by reference ("Services").

1.2 Services shall commence on February 1, 2024 and continue for a period
of twelve (12) months ("Initial Term"), unless earlier terminated in
accordance with Article 5.

1.3 The Initial Term shall automatically renew for successive twelve (12)
month periods ("Renewal Terms") unless either party provides written
notice of non-renewal at least ninety (90) days prior to the expiration
of the then-current term.

ARTICLE 2 — COMPENSATION AND PAYMENT

2.1 Client shall pay Provider a monthly fee of Twenty-Five Thousand Dollars
($25,000.00) for the Services ("Monthly Fee"), due and payable on the first
business day of each calendar month during the Term.

2.2 Late payments shall accrue interest at the rate of one and one-half
percent (1.5%) per month, or the maximum rate permitted by applicable law,
whichever is less.

2.3 Provider shall submit monthly invoices detailing Services performed.
Client shall pay all undisputed amounts within thirty (30) days of receipt
of invoice.

2.4 In addition to the Monthly Fee, Client shall reimburse Provider for
all reasonable out-of-pocket expenses incurred in connection with the
Services, provided such expenses are pre-approved in writing by Client.

ARTICLE 3 — CONFIDENTIALITY

3.1 Each party ("Receiving Party") agrees to hold in strict confidence all
Confidential Information disclosed by the other party ("Disclosing Party")
during the Term and for a period of three (3) years following termination
or expiration of this Agreement.

3.2 "Confidential Information" means any non-public information, whether
written, oral, or electronic, including but not limited to trade secrets,
business plans, financial information, customer data, and technical
specifications.

3.3 The obligations of confidentiality shall not apply to information that:
(a) is or becomes publicly available through no fault of the Receiving Party;
(b) was in the Receiving Party's possession prior to disclosure;
(c) is independently developed by the Receiving Party; or
(d) is disclosed pursuant to a court order or legal requirement.

ARTICLE 4 — LIMITATION OF LIABILITY

4.1 IN NO EVENT SHALL PROVIDER'S TOTAL LIABILITY UNDER THIS AGREEMENT EXCEED
THE AGGREGATE FEES PAID BY CLIENT DURING THE SIX (6) MONTHS IMMEDIATELY
PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

4.2 IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL,
SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO
LOSS OF PROFITS, LOSS OF DATA, OR BUSINESS INTERRUPTION.

4.3 The limitations set forth in this Article 4 shall not apply to:
(a) breaches of Article 3 (Confidentiality);
(b) willful misconduct or gross negligence; or
(c) indemnification obligations under Article 6.

ARTICLE 5 — TERMINATION

5.1 Either party may terminate this Agreement for convenience upon sixty
(60) days prior written notice to the other party.

5.2 Either party may terminate this Agreement immediately upon written
notice if the other party:
(a) commits a material breach that remains uncured for thirty (30) days
after written notice thereof; or
(b) becomes insolvent, files for bankruptcy, or makes an assignment for
the benefit of creditors.

5.3 Upon termination, Provider shall deliver to Client all work product
completed through the date of termination.

ARTICLE 6 — INDEMNIFICATION

6.1 Provider shall indemnify and hold harmless Client from any third-party
claims arising from Provider's negligence or willful misconduct in
performing the Services.

ARTICLE 7 — GOVERNING LAW

7.1 This Agreement shall be governed by and construed in accordance with
the laws of the State of New York, without regard to its conflict of
laws principles.

7.2 Any disputes arising under this Agreement shall be submitted to binding
arbitration in New York City under the rules of the American Arbitration
Association.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the
date first written above.

TECHCORP SOLUTIONS INC.
By: ________________________
Name: John Smith
Title: Chief Executive Officer
Date: January 15, 2024

GREENFIELD PROPERTIES LLC
By: ________________________
Name: Sarah Johnson
Title: Managing Partner
Date: January 15, 2024
"""
    path = SAMPLE_DIR / "contract_messy.txt"
    path.write_text(text, encoding="utf-8")
    print(f"Created: {path}")


def create_litigation_memo():
    """Internal litigation memo with inconsistent formatting."""
    text = """PRIVILEGED AND CONFIDENTIAL
ATTORNEY WORK PRODUCT

INTERNAL MEMORANDUM

TO:     Harvey Specter, Senior Partner
FROM:   Mike Ross, Associate
DATE:   March 10, 2024
RE:     Greenfield Properties LLC v. TechCorp Solutions Inc.
        Case No. 2024-CV-3847 (S.D.N.Y.)

I. EXECUTIVE SUMMARY

This memorandum addresses the breach of contract claim filed by our client,
Greenfield Properties LLC ("Greenfield"), against TechCorp Solutions Inc.
("TechCorp") in connection with the Service Agreement dated January 15, 2024
(the "Agreement"). Based on my analysis, Greenfield has strong grounds for
both breach of contract and potential fraud claims.

II. FACTUAL BACKGROUND

A. The Agreement

On January 15, 2024, Greenfield entered into a twelve-month Service Agreement
with TechCorp for cloud migration consulting services at a monthly rate of
$25,000. The Agreement specified detailed deliverables in Exhibit A, including:

  - Phase 1: Infrastructure assessment (Feb 1 - Mar 15, 2024)
  - Phase 2: Database migration (Mar 16 - May 31, 2024)
  - Phase 3: Application migration (Jun 1 - Aug 31, 2024)
  - Phase 4: Security audit and compliance (Sep 1 - Oct 31, 2024)
  - Phase 5: Testing and go-live (Nov 1 - Jan 15, 2025)

B. Performance Failures

TechCorp commenced work on February 1, 2024 as scheduled. Phase 1 was
completed on time. However, beginning in April 2024, significant problems
emerged:

  1. Database migration (Phase 2) fell 45 days behind schedule
  2. Two senior consultants — James Chen and Maria Garcia — were reassigned
     to another client project without notice on April 15, 2024
  3. Replacement consultants lacked necessary cloud certification
  4. The security audit deliverable (Phase 4) was never initiated
  5. TechCorp failed to respond to three formal written complaints
     dated May 1, June 15, and July 20, 2024

C. Financial Impact

Greenfield has incurred the following damages:
  - Fees paid to TechCorp: $175,000 (7 months x $25,000)
  - Cost of emergency replacement vendor: $120,000
  - Lost revenue from delayed platform launch: $155,000 (estimated)
  - Regulatory penalties for missed compliance deadline: $50,000
  Total estimated damages: $500,000

III. LEGAL ANALYSIS

A. Breach of Contract

TechCorp materially breached the Agreement by:
  1. Failing to meet Phase 2 deliverable timeline
  2. Reassigning key personnel without consent (violation of implied duty)
  3. Failing to complete Phase 4 security audit
  4. Non-response to formal breach notices

The Agreement's termination clause (Section 5.2(a)) requires 30 days to
cure after written notice. Greenfield sent three notices over 80+ days
with no cure. Termination was proper.

B. Limitation of Liability Challenge

The Agreement contains a limitation of liability clause (Article 4) capping
damages at six months of fees ($150,000). However, we have strong grounds
to argue this clause should not apply:

  1. UNCONSCIONABILITY: The clause was presented on a take-it-or-leave-it
     basis with no opportunity for negotiation. Greenfield was not
     represented by counsel at signing.

  2. WILLFUL MISCONDUCT EXCEPTION: Article 4.3(b) excludes "willful
     misconduct or gross negligence." TechCorp's deliberate reassignment
     of key personnel and failure to respond to breach notices arguably
     constitutes willful misconduct.

  3. PUBLIC POLICY: Enforcing the cap would leave Greenfield unable to
     recover regulatory penalties caused by TechCorp's failure to complete
     the security audit.

C. Potential Fraud Claim

Discovery may reveal that TechCorp knew at the time of contracting that
it lacked sufficient staff to perform the services. The reassignment of
Chen and Garcia just 10 weeks into the engagement suggests pre-existing
resource constraints. If proven, this would support a fraudulent
inducement claim and potentially void the limitation clause entirely.

RED FLAGS IDENTIFIED:
  - TechCorp's 10-K filing shows 30% headcount reduction in Q4 2023
  - Two other clients have filed similar breach claims (public records)
  - TechCorp's CFO resigned unexpectedly in March 2024
  - The limitation clause may violate NY General Obligations Law § 5-323

IV. RECOMMENDED STRATEGY

1. File motion to invalidate the limitation of liability clause based on
   unconscionability and the willful misconduct exception.

2. Seek total damages of $500,000 plus attorneys' fees.

3. Propound targeted discovery on:
   - TechCorp's staffing levels at time of contracting
   - Internal communications regarding personnel reassignment
   - Other pending breach claims against TechCorp

4. Consider moving for preliminary injunction to preserve TechCorp's
   financial records given recent CFO departure.

V. OPEN QUESTIONS

- Need client confirmation on exact lost revenue calculations
- Should we pursue arbitration (per Section 7.2) or challenge the
  arbitration clause as part of the unconscionability argument?
- Timeline for motion practice if we proceed in court

Please advise on preferred strategy by March 20, 2024.

Respectfully submitted,
Mike Ross
Associate, Litigation Department
"""
    path = SAMPLE_DIR / "litigation_memo.txt"
    path.write_text(text, encoding="utf-8")
    print(f"Created: {path}")


def create_legal_notice():
    """Eviction notice - would be low-res scan in production."""
    text = """NOTICE TO QUIT AND VACATE

Date: February 28, 2024

TO:     Robert Williams
        Apartment 4B
        1247 Riverside Drive
        New York, NY 10033

FROM:   Riverside Management Corp.
        Property Manager for Riverside Towers
        1247 Riverside Drive
        New York, NY 10033

NOTICE IS HEREBY GIVEN that you are required to quit and vacate the
above-described premises within THIRTY (30) DAYS of the date of this
notice, specifically by March 30, 2024.

GROUNDS FOR EVICTION:

This notice is issued pursuant to New York Real Property Law § 232-a
and New York City Rent Stabilization Code § 2524.3 for the following
reasons:

1. NON-PAYMENT OF RENT: You have failed to pay rent for the months
   of December 2023, January 2024, and February 2024, totaling
   $7,500.00 (3 months x $2,500.00/month).

2. LEASE VIOLATIONS: Multiple complaints have been received from
   neighboring tenants regarding:
   (a) Excessive noise after 10:00 PM on multiple occasions
   (b) Unauthorized occupants residing in the premises
   (c) Failure to maintain premises in clean and sanitary condition

CURE PERIOD:

You may cure the non-payment default by paying all outstanding rent
plus late fees totaling $7,725.00 within fourteen (14) days of this
notice. Payment must be made by certified check or money order.

FAILURE TO COMPLY:

If you fail to vacate the premises or cure the default within the
specified period, legal proceedings will be commenced to obtain a
judgment of possession and a warrant of eviction.

YOUR RIGHTS:

You have the right to:
- Contest this notice in Housing Court
- Request a hearing before a judge
- Seek legal assistance from Legal Aid Society
- Contact 311 for tenant rights information

This notice is being served by personal delivery and certified mail,
return receipt requested.

_________________________
Margaret Chen
Property Manager
Riverside Management Corp.
Tel: (212) 555-0147
"""
    path = SAMPLE_DIR / "legal_notice_scan.txt"
    path.write_text(text, encoding="utf-8")
    print(f"Created: {path}")


def create_deed_with_notes():
    """Property deed — in production this would be an image with handwriting."""
    text = """QUITCLAIM DEED

STATE OF NEW YORK
COUNTY OF MANHATTAN

KNOW ALL MEN BY THESE PRESENTS:

That JAMES R. MORRISON and PATRICIA A. MORRISON, husband and wife,
residing at 892 West End Avenue, New York, NY 10025, ("Grantors"),

for and in consideration of the sum of ONE MILLION TWO HUNDRED
THOUSAND DOLLARS ($1,200,000.00) and other good and valuable
consideration, receipt of which is hereby acknowledged,

do hereby REMISE, RELEASE, AND QUITCLAIM unto:

DAVID L. CHEN and JENNIFER S. CHEN, husband and wife, as tenants
by the entirety, residing at 156 East 72nd Street, New York, NY
10021, ("Grantees"),

all right, title, interest, claim and demand which the Grantors
have or may have in and to the following described property:

PROPERTY DESCRIPTION:

ALL that certain lot, piece or parcel of land, with the buildings
and improvements thereon, situate, lying and being in the Borough
of Manhattan, City of New York, County of New York, State of New
York, bounded and described as follows:

Block: 1847
Lot: 42
Address: 892 West End Avenue, Unit 12A
New York, NY 10025

Together with the appurtenances and all the estate and rights of
the Grantors in and to said premises.

SUBJECT TO:
- All covenants, restrictions, and easements of record
- Building and zoning regulations
- Current real estate taxes not yet due and payable
- Mortgage held by First National Bank, dated June 1, 2019,
  in the original amount of $800,000.00

[Handwritten note in margin: "Verify mortgage payoff amount with
First National — may have been partially paid down. Check title
insurance requirements. — JRM 11/15/2023"]

TO HAVE AND TO HOLD the same together with all and singular the
rights, privileges, and appurtenances thereunto belonging, unto
the Grantees, their heirs and assigns forever.

IN WITNESS WHEREOF, the Grantors have hereunto set their hands
and seals this 5th day of December, 2023.

_________________________    _________________________
James R. Morrison            Patricia A. Morrison
(Seal)                       (Seal)

STATE OF NEW YORK    )
                     ) ss.:
COUNTY OF NEW YORK   )

On December 5, 2023, before me personally appeared JAMES R. MORRISON
and PATRICIA A. MORRISON, known to me to be the persons described in
and who executed the foregoing instrument, and acknowledged that they
executed the same as their free act and deed.

_________________________
Notary Public
Commission Expires: March 15, 2025

[Handwritten note at bottom: "Filed with NYC Register 12/20/2023.
Recording #2023-NY-847291. Transfer tax paid: $21,000. — Office"]
"""
    path = SAMPLE_DIR / "deed_with_notes.txt"
    path.write_text(text, encoding="utf-8")
    print(f"Created: {path}")


if __name__ == "__main__":
    print("Creating sample legal documents...")
    create_contract_messy()
    create_litigation_memo()
    create_legal_notice()
    create_deed_with_notes()
    print(f"\nAll documents created in: {SAMPLE_DIR}")