Contract review is an essential skill for legal professionals. No matter where your legal career takes you, you are bound to run into the task of reviewing a contract.

Before getting into the fine print, the key to any contract review is understanding what both parties want out of this contractual relationship, something like the story of this contract. Understand what is the goal intended to be achieved after the contract is signed. 

Ask yourself, what does my client want from this contract ? ( think of it not only from a legal perspective but a business one as well), Will my client achieve their goal with this contract?

Does the contract align with them as a company ?

Understanding the client from different perspectives does not only enhance your contract review skills but shows your client you fully understand what their end goal is. 

After comprehending the story of the contract its time to get into specifics !

Lets break it down to 6 main tips

1.Treat Definitions like DNA

Make sure everything is correctly defined. Every capitalized term isn’t just legal decoration; they are the DNA that control the entire contract/agreement. To better tackle ambiguity create a cross-reference checklist for every capitalized term. Transform vague terms such as “ Business Information” into concrete lists such as : “ including customer databases, pricing sheets and suppliers agreement etc”. Make it so that you don’t leave anything out you want defined. Challenge every definition that could be interpreted two ways to avoid any misunderstanding. 

2.Look out for Ambiguities 

Phrases like “reasonable efforts “ or “timely manner” although sound professional create significant loopholes that can eventually result in a lawsuit. Look out for phrases including : reasonable, substantially, material, best efforts and promptly.  Replace such phrases with measurable standards :ie from “ delivery updates promptly” to “Deliver quarterly updates by the 15th” . This simple edit can fully transform subjective obligations to enforceable requirements. 

3.Pressure- Test  liability Caps 

Liability clauses are vital as they limit financial responsibility if a contract is breached. However, standard caps often have gaps that leave you exposed to unlimited risk. Always check for exceptions—like those for intellectual property infringement, data breaches, and intentional misconduct. Be wary of broad statements like “total liability capped at fees paid” and instead specify what is included, such as data breaches and indemnities. This prepares you for severe but realistic business scenarios. 

4.Map obligations chains 

Contracts sometimes forget to connect the dots between actions. This means that if a contract term mentions something like delays, acceptance, or something that is clearly not defined in that term there should be another term in the contract that defines it. For example : a contract term stating “ payment due upon acceptance” but nowhere defining what acceptance means. A better way of drafting this term would be “ if payment is requires acceptance the client must approve or reject within 9 business days”. To better map these obligations use a flowchart:

Work completed — payment triggered – dispute resolution — exit process.

5.Silent Risk detection 

The deadliest contract risks aren’t just badly written clauses, they are missing clauses. Don’t assume anything is implied, there is nothing better than fine print because it usually can’t be disputed. For example a contract with no renewal reminders should be fixed with a clause like “ Email notice 90 days before renewal date “ . when drafting contracts treat omission like invisible tripwires, if you don’t look out for what’s absent you will eventually fall into a loophole. 

6. Quantify Risks 

To manage contracts effectively, legal teams must prioritize risks rather than treating them all as equally critical. A practical way to do this is by using a simple framework that categorizes risks into three levels: Nuclear, High, and Low. This helps focus attention and resources on the most significant threats. For instance, a “Nuclear” risk is something severe like a threat of company bankruptcy. If the probability of that happening is high—say, greater than an 80% chance—the required action would be to redraft the contract or walk away from the deal immediately. On the opposite end, a “Low” risk might be a potential financial impact of under $10,000 with a low probability of occurrence, under 10%. In this case, the best action is often to simply accept the term and proceed, as it doesn’t pose a serious threat to the business relationship. This method ensures that the team’s efforts are aligned with the actual business impact of each potential issue.

Personal Experince 

From the desk of someone who has read dozens of contracts: a contract is never “just paper.” It’s the quiet architecture of a relationship; the better you build it, the smoother the road for both sides. I still remember the first agreement I marked up—every highlight felt like a gamble. By the fiftieth, the highlighters were gone; in their place was a mental map of what each clause actually costs in trust, time, and money. Learning the ins and outs of how to tackle a contract not only widens you understanding of the legal world but exposes you to countless other industries. The more sectors you negotiate across, the faster you build your playbook, turning every future draft into a sharper, smarter refection of what the business actually needs. Its also important to keepin mind that contracts aren’t just about whats written but also about the negotiations and discussion that go into reaching that final agreement. 

Finally , Contracts are about what’s enforceable, measurable, and survivable. Be paranoid about ambiguity. Obsess over missing pieces. And always ask: ‘What if everything goes wrong?