ItвЂ™s important and helpful to define terms, but donвЂ™t go overboard. It takes time to go through the document and make sure youвЂ™ve defined consistently, and an attorney thatвЂ™s sharp and on the ball will make sure these errors donвЂ™t exist. ItвЂ™s important to mean what you say and say what you mean. Problems with defined terms in a contract can make it ambiguous and even potentially unenforceable. If you decide to call someone an вЂњAgentвЂќ in a lease, you need to call them an Agent throughout the lease. If you define the term вЂњAgreementвЂќ, it needs to be capitalized through the document. The simple but important rule is that every place that the term or concept is found in the contract, that term or concept needs to be the same. ThatвЂ™s fine and done right, defined terms can make an agreement easier to read. Problems with defined terms in a contract can make it ambiguous and even potentially unenforceable 3.

Avoid this pitfall by making edits only once before you save your work. They now have another way to take the upper hand in this contract negotiation. Not only is it a mess to read, but youвЂ™ve likely revealed your thought process and your strategy to the other side. What results? The вЂњdouble redline.вЂќ In a nutshell, donвЂ™t rewrite your own edits. After talking to your client, youвЂ™ve changed your mind and now go back to re-make those changes again. YouвЂ™ve already made some changes and save your work before you talk to your client. The old вЂњdouble red line.вЂќ HereвЂ™s the scenario вЂ“ youвЂ™re tracking changes like youвЂ™re supposed to do and your reviewing a contract provision regarding liability. Neglecting to track changes is a simple mistake that can and should be avoided with the click of a mouse. For a client, this will be a red flag that could impact the attorney/client relationship. However, you also run the serious risk of creating distrust because it can look like you are trying to bury changes so that they wonвЂ™t be found. If youвЂ™re lucky, the other side will think you sloppy and merely get annoyed. Your changes will be readily and easily seen.ДЇailure to track your changes can damage theВ the attorney/client relationship.ДЇailure to track your changes can damage theВ the attorney/client relationshipДЇailure to track your changes can sometimes have dire consequences. Any change you make is tracked, included something simple as adding a comma. If you are using any modern word processor like Microsoft WordВ®, it is as easy as selecting вЂњtrack changesвЂќ from the review menu. When you receive a contract and want to make changes, it is crucial that changes are apparent. Always track your changesДid we say always? This should be your most obvious and fundamental rule. Follow these five simple rules for marking up a contract, and youвЂ™ll be sure to use your time and your money wisely. At worst, theyвЂ™ll consider you unknowledgeable and look to take advantage. At best, the people on the other side of the contract may find you ill-prepared. Not only is a messy contract review a waste of time and money, but it also can be used against you. Nothing is worse than illegible contract review. Either way, itвЂ™s essential that you make sure your time (and money) is spent wisely. Or perhaps youвЂ™re a young associate who wants to show the partner that you really know what youвЂ™re doing with a contract review.

You may be a new business with a great idea, just waiting to sign that first contract thatвЂ™s in the hands of your new attorney.

Marked up