Example 1: NDA Review
You just received a 6-page NDA from a potential business partner. Before you sign, you run it through a checklist. Here's what the process looks like in practice.
The first thing you check is the definition of "Confidential Information." The NDA says it covers "any and all information disclosed, whether orally or in writing." That's a red flag — it covers casual conversations at lunch, not just marked documents. Your checklist flags this: "Is the confidentiality definition reasonably scoped?" You mark it as FAIL.
Next, you check the term. The NDA says confidentiality survives "in perpetuity." Your checklist asks: "Is there a reasonable time limit?" Most NDAs have a 1-3 year term. Perpetual is unusual and potentially unenforceable. Another FAIL.
Then you check for a return-of-information clause. The NDA says nothing about returning or destroying confidential materials after the relationship ends. Your checklist catches this gap.
Here's what your completed NDA checklist looks like:
☑ Parties correctly identified — PASS
☑ Effective date filled — PASS
☐ Confidentiality definition reasonably scoped — **FAIL** (too broad — covers oral conversations)
☐ Reasonable term (not perpetual) — **FAIL** (survives indefinitely)
☐ Exclusions for public info, prior knowledge — PASS
☑ Non-compete scope reasonable — PASS (no non-compete present)
☐ Return/destruction of materials clause — **FAIL** (missing entirely)
☑ Governing law identified — PASS
Three failures out of eight checks. That's not terrible — most NDAs have issues. But now you know exactly what to negotiate: narrow the definition, add a time limit, and include a return clause.
NDA Checklist →Example 2: Employment Contract Review
You've received a job offer with a 10-page employment agreement. The salary looks great. But before you celebrate, you run through the checklist.
You start with compensation. Base salary is clearly stated — PASS. But the bonus structure says "discretionary bonus based on company performance." Your checklist asks: "Is the bonus formula objective and measurable?" Discretionary means they can decide to pay you nothing regardless of your performance. You flag this as a risk.
Then you hit the non-compete clause. It says you can't work for "any competitor in the industry" for 2 years after leaving. Your checklist asks: "Is the non-compete reasonable in scope and duration?" This one is vague — "any competitor" could mean hundreds of companies. Another flag.
The IP assignment clause is next. It says the company owns "all inventions and works created during employment." Your checklist asks: "Does IP assignment cover work done on personal time with personal equipment?" In some states, overly broad IP clauses are unenforceable, but you should still negotiate.
Here's the completed checklist:
☑ Base salary clearly stated — PASS
☐ Bonus formula objective and measurable — **FLAG** (fully discretionary)
☑ Benefits and PTO specified — PASS
☐ At-will status clearly stated — **FLAG** (ambiguous language)
☐ Non-compete reasonable in scope, geography, duration — **FLAG** (overbroad)
☑ IP ownership terms stated — **FLAG** (covers personal projects)
☐ Severance terms specified — **FAIL** (no severance mentioned)
☑ Dispute resolution specified — PASS
Four flags and one failure. The salary is great but the protective clauses are one-sided. Now you can go back with specific asks: a measurable bonus formula, a narrower non-compete, and IP carve-out for personal projects.
Employment Checklist →Example 3: Rental Agreement Review
You're about to sign a 12-month apartment lease. The landlord seems nice. The place looks great. But the lease is 15 pages of dense legal text.
You start with rent. The monthly amount matches what was discussed — PASS. But there's a clause saying rent increases "at landlord's discretion with 30 days' notice." Your checklist flags this: unlimited rent increases with virtually no notice. This needs to be fixed.
Next: security deposit. The lease requires 2 months' rent as deposit. Your checklist asks: "Is the deposit amount within local legal limits?" In many jurisdictions, the maximum is 1 month's rent.
The maintenance section says tenant is responsible for "all repairs under $500." Your checklist asks: "Are maintenance responsibilities clearly split?" A $500 per-repair threshold means you could be on the hook for ongoing small repairs that add up fast.
Here's the checklist run-down:
☑ Monthly rent amount correct — PASS
☐ Rent increases limited and with adequate notice — **FAIL** (landlord discretion, 30 days)
☑ Lease term (start/end) clearly stated — PASS
☐ Security deposit within legal limits — **FLAG** (2 months vs. typical 1 month)
☑ Utilities responsibility specified — PASS
☐ Maintenance responsibilities clear and balanced — **FLAG** (tenant covers all repairs under $500)
☐ Subletting policy stated — **FLAG** (subletting prohibited without exception)
☑ Renewal terms stated — PASS
One failure and three flags. Not a dealbreaker — but enough to negotiate. You ask for a fixed rent schedule, 1-month deposit, and a maintenance threshold around $100-200.
Rental Checklist →What These Examples Teach Us
Three different contracts. Three different checklists. But the same pattern emerges:
**Start with the basics** — names, dates, amounts. If these are wrong, nothing else matters.
**Look for one-sided clauses** — they're the most common source of risk. If a clause only protects the other party, ask for mutuality.
**Check for missing information** — blank spaces, missing exhibits, unspecified terms. These are negotiation opportunities, not oversights.
**Trust your flags** — if something feels unfair, it probably is. The checklist gives you permission to push back.
**Document everything** — your completed checklist is evidence of due diligence. If a dispute arises, you can show exactly what you reviewed and when.
The checklist doesn't make you a lawyer. But it makes you an informed counterparty — someone who reads before signing, who catches obvious issues, and who negotiates from evidence rather than instinct.
From Checklist to AI Review
Running through a checklist manually takes 20-30 minutes per contract. That's fine for one or two agreements. But if you review contracts regularly — or if you're looking at a complex 40-page agreement — you want a faster way.
ContractRev's AI runs through a similar checklist automatically. Upload your contract, and in 30 seconds you get a risk score, a list of flagged clauses with explanations, and specific revision suggestions. It's the checklist, automated — with the added benefit of catching issues your checklist might miss, like jurisdiction-specific clause standards and unfavorable legal language patterns.
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