Prior to sending your drafted agreement to a counterparty of executing the agreement, it is important to thoroughly review the agreement for both content and form. These are some of the key items that a drafter should keep in mind when reviewing an agreement.


  1. Is the agreement operational?

-Are the clauses of the agreement enforceable according to law?

-Are the correct parties included in the agreement?

-Do the parties have signing authority?


  1. Are the goals of the agreement being achieved?

-is the service/product/good correctly described?

-do the numbers line up with what was agreed between the parties?

-do the time lines correspond to realistic ability to perform the contract?

-is the pricing clear?

-does the contract contain a limit or cap on liability exposure under the agreement?

-is the ‘business’ properly defined for the purposes of confidentiality, non- solicitation and non-competition purposes?


  1. Are references throughout the agreement correct?


The company employment policies as outlined in Schedule “A”.

-Is the correct information in the referenced section/schedule?


  1. Are capitalized terms properly defined?


  1. Is the correct legislation referenced in the agreement?


  1. Is the numbering consistent?


  1. Is all of the ‘boilerplate’ included/applicable?


  • Is there a governing law clause?
  • Is there a dispute resolution or jurisdiction clause?
  • Should time be of the essence in this agreement?
  • Can the parties sign in counterparts?
  • How is the agreement to be amended?
  • Is this the entire agreement or should other documents/schedules also form part of the agreement?


  1. 8. Are all track changes & comments removed prior to sending to Counterparty?


–  –  –

This article is provided for informational purposes only and does not create a lawyer-client relationship with the reader. It is not legal advice and should not be regarded as such. Any reliance on the information is solely at the reader’s own risk. is a legal tool geared towards entrepreneurs, early-stage businesses and small businesses alike to help draft legal documents to make businesses more productive. Clausehound offers a $10 per month DIY Legal Library which hosts tens of thousands of legal clauses, contracts, articles, lawyer commentaries and instructional videos. Find where you see this logo.