Parties and Definitions
The first thing we verify is that the contract clearly identifies who is bound by it. Vague parties language can later create disputes about who is liable. We also check that defined terms—like what 'payment,' 'breach,' or 'confidential information' mean—are clear and used consistently. Ambiguous definitions are a common source of disputes.
Scope of Work and Deliverables
For service agreements, we carefully examine what is actually being promised. Is the scope clearly described? Are deliverables specific and measurable? What happens if requirements change? A vague scope invites disagreements about what was really promised. Specific, detailed descriptions protect both parties.
Payment Terms and Conditions
We review how much you will pay, when, and under what conditions. Are there triggers for payment? What happens if performance is delayed or incomplete? Are there late-payment penalties or interest? Are refund conditions clear? Payment disputes are common, so clear terms prevent misunderstanding.
Liability and Risk Allocation
Contracts often contain limitation-of-liability clauses, indemnification provisions, and warranty disclaimers. These sections determine who bears the cost if something goes wrong. We assess whether the risk allocation is fair and whether you are accepting liability for things outside your control. In some cases, you can negotiate to shift more risk to the other party.
Termination and Dispute Resolution
What happens if either party wants to exit the agreement? Are there penalties for early termination? How much notice is required? We also look at how disputes will be resolved—through negotiation, mediation, arbitration, or litigation. Some dispute-resolution clauses can be expensive or unfavorable, and they're easier to negotiate before you sign.