Contract Review Preparation Checklist

CONTRACT PREPARATION TOOL

Organize basic contract information and identify sections that may require closer review before requesting professional assistance.

This tool does not interpret contract language, determine enforceability, or provide legal advice.

Protect confidential information

Do not enter names of private individuals, confidential deal terms, privileged communications, personal information, trade secrets, passwords, or restricted documents.

General Contract Information

Review Status

Select a status for each area. Choosing “Needs Review” does not mean that a clause is defective; it means that additional attention may be appropriate.

Parties and authority Correct legal names, signing authority, and organizational details.
Scope and deliverables Services, products, responsibilities, milestones, and acceptance criteria.
Fees and payment Pricing, invoicing, taxes, expenses, late fees, and payment timing.
Term, renewal, and deadlines Effective date, expiration, automatic renewal, and notice periods.
Termination Termination rights, cure periods, consequences, and transition obligations.
Confidentiality Protected information, exclusions, permitted use, duration, and return obligations.
Privacy and data security Personal data, access, security requirements, incidents, retention, and deletion.
Intellectual property Ownership, licenses, pre-existing materials, deliverables, and usage rights.
Warranties and commitments Promises, service levels, performance standards, and correction obligations.
Liability and indemnification Liability limits, exclusions, indemnity duties, claims, and defense procedures.
Insurance Coverage types, limits, certificates, and notice requirements.
Disputes and governing law Applicable law, venue, arbitration, mediation, and notice procedures.
Assignment and subcontracting Transfer rights, subcontractors, affiliates, and change-of-control provisions.
Attachments and incorporated documents Schedules, exhibits, policies, statements of work, and external terms.

Preparation Notes

General information only: This checklist helps organize a review. It does not determine whether a clause is valid, enforceable, fair, complete, or appropriate for a particular situation.