name: privilege-review
description: A checklist for attorney-client privilege and work-product protection before any document or excerpt leaves the workspace. Use before sharing, exporting, producing, or quoting matter materials to anyone outside the privileged group.
Treat privilege waiver as irreversible — once privileged material reaches the
wrong recipient, assume the protection cannot be restored. Before anything
leaves the workspace, walk every item:
- **Which jurisdiction's rules?** — privilege is jurisdiction-specific; apply
the matter's jurisdictions, not a generic standard. Known traps: UK
legal-advice privilege defines the "client" narrowly; in-house counsel have
no privilege in EU competition matters; a cross-border recipient is a
separate risk item in each jurisdiction involved.
- **Is it privileged?** — a communication between counsel and client, made for
the purpose of seeking or giving legal advice, and kept confidential. Legal
advice mixed into business discussion is only privileged as to the legal parts.
- **Is it work product?** — materials prepared by or for counsel in anticipation
of litigation (analyses, strategy memos, witness notes). Flag opinion work
product (counsel's mental impressions) separately; it has the strongest protection.
- **Who is receiving it?** — the waiver standards differ. Attorney-client
privilege: every recipient must be inside the privileged group (client,
counsel, agents necessary to the representation, co-parties under a
common-interest or joint-defense agreement); one outside recipient waives.
Work product: waived only by disclosure that materially increases the chance
an adversary obtains it — sharing with a friendly third party may preserve
work product yet still waive attorney-client privilege.
- **What is attached or embedded?** — review attachments, quoted threads,
embedded files, and prior versions; each is its own privilege question.
- **Hidden content** — comments, tracked changes, speaker notes, and metadata
can carry privileged analysis even when the visible text is clean.
- **Quoting and summarizing** — reproducing the substance of privileged advice
in a new document extends the privilege question to that document, and
disclosing it can waive privilege over the underlying advice (subject-matter waiver).
- **Markings** — privileged material must be labeled `Privileged & Confidential
— Attorney-Client Communication` or `Attorney Work Product`; a label does not
create privilege, but its absence invites accidental disclosure.
- **Clawback** — if production is governed by a protective order or a
clawback/non-waiver agreement (FRE 502(d)/(e) or the local equivalent),
confirm it covers this disclosure before relying on it.
For each item, give a verdict — pass, fail, or uncertain — citing the material
as [<Document> § <section>]. Anything withheld or redacted from a production
needs a privilege-log entry (document, date, author, recipients, basis). If any
item is uncertain, do not send — state which item failed and ask the
supervising attorney.