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Contract Review · Drafting

How to Redline a Contract Without Embarrassing Yourself

Practical tips and mistakes to avoid.

Lipi Garg3 min read

Today's edition is all about something most law schools never teach you properly: how to redline and comment on a contract like a lawyer.

This skill can literally set you apart in internships, training contracts, and early job roles. You'll come across smarter, more prepared, and way more useful on any deal.

Let's break it down.

What is Redlining?

Redlining is just a fancy word for editing a contract with visible tracked changes, so both sides can see what's being added, deleted, or commented on.

Think of it like:

It's how contract negotiation actually happens. Not in WhatsApp groups. Not on phone calls. But inside the document itself.

Common Rookie Mistakes

1. Deleting without explaining. You can't just strike out a whole clause and walk away. Always leave a comment:

"Client may push back on unlimited liability. Suggest capping at fees paid."

2. Overusing legalese in comments. Keep it human. Write comments that actually help your team or client make decisions:

"Do we really need this termination clause if there's a 30-day notice anyway?"

3. Not checking definitions. If you edit a term like "Confidential Information," make sure it's not defined somewhere else in the document. That's how small edits break contracts.

4. Making it personal. Never comment like this:

"This clause is nonsense."

Instead say:

"Consider rephrasing, could be interpreted too broadly."

Tools You Should Know

Let's say you're reviewing this clause from a freelance agreement:

"The Freelancer shall transfer all intellectual property rights in the Work to the Client upon completion."

Here's a simple redline and comment.

Redlined clause:

"The Freelancer shall transfer all intellectual property rights in the Work to the Client upon final payment."

Comment:

"Shift transfer to after payment to protect the Freelancer from not getting paid."

The takeaway

This is what makes your work valuable: you're not just editing grammar, you're spotting risk and suggesting strategy.

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