Before signing: contract terms worth a closer look

1. 01Before signing
2. 02During delivery
3. 03When things differ

A polished draft, a good relationship and a pressing deadline can make signing feel straightforward. A focused review before work starts can expose differences that are much harder to manage later. This practical guide is a starting point, not a substitute for reviewing the agreement in its particular context.

01Start with the deal, not the wording

Write a short description of what you expect to receive, what you will provide and when the work should begin and end. Compare it with the draft. A proposal promising three stages may not match a contract that merely refers to “the services”. An item discussed in a meeting may never have made it into the documents.

Check the contracting party and the authority of the person signing. A trading name, legal entity and bank account holder are not automatically interchangeable. Record unclear points rather than assuming everyone understands them in the same way.

02Make the scope understandable

Look for identifiable deliverables, specifications and exclusions. Preparing a first draft is different from delivering an approved final version. In a construction project, supplying a material may be different from supplying, installing and testing it. The documents should make those boundaries clear.

Read schedules, drawings and pricing proposals together. Identify the approved versions and how inconsistencies between documents are addressed. A practical change procedure also matters: a small request during delivery can alter both cost and timing.

03Connect payments to actual events

Review the amount, calculation method and any applicable tax. Then ask what triggers each payment: a fixed date, delivery of a stage or acceptance of that stage. Who gives approval, how is an invoice submitted and what happens if part of it is disputed?

Check whether additional costs require advance approval. Knowing the headline total is not enough if other provisions permit unspecified expenses. A simple table linking each payment to its trigger and supporting document can make the discussion more precise.

04Consider what happens when plans change

What happens if either party is late? How should notice be given? Is there an opportunity to address the issue? If the relationship ends, what happens to work completed, money already paid and documents held by each party? These questions help a relationship remain manageable when circumstances change.

Review responsibility, confidentiality and intellectual property where relevant. A short standard-looking clause can still have significant consequences. Whether a provision is enforceable and how it is interpreted requires consideration of the applicable rules and the specific agreement.

05Clarify communication and dispute arrangements

Identify notice addresses and the people authorised to approve important decisions. An active message group does not, by itself, resolve who can approve a change or receive a termination notice.

Read the agreed dispute process and any governing-law or jurisdiction provisions. If arbitration or special claim procedures appear in the draft, ask for their practical implications to be explained before agreeing. Different contracts can require different routes.

06Finish with one complete final version

Gather the final agreement and all schedules. Check for blank fields, conflicting versions and unrecorded amendments. Keep the signed version and the associated approvals and communications in an organised place. Then ask whether you could explain your obligations to someone who did not attend the negotiations.

An important clause you cannot explain is a useful signal to seek advice. The aim is not a longer or more complicated contract. It is an agreement clear enough for you to understand the commitments you are making.