Contracts Professionals often have to review Contracts without a Lawyer
Let's say you're a Contracts Professional, and you have been sent a Contract to review.
Perhaps you or your Lawyer have just finished the initial Contract Drafting phase and now need to carry out Contract Review.
Perhaps you are in the middle of Contract Negotiations and are reading over amendments made by the other party.
Perhaps a new Contract has been sent to you by the other party, and you need to review it for the first time.
Or perhaps you are a Contract Manager needing to review the Contract you are managing.
Some Contracts are simple to review
Some Contracts will be easy for you to review, particularly if you've had significant experience in your Professional field.
These Contracts would simply require you to read through them, and get an understanding of the key provisions and interdependencies, as well as provisions that may adversely affect your organisation.
But other Contracts are more challenging
However, some Contracts contain clauses that would significantly affect your organisation. You may need to carry out a Risk Assessment, and it is likely that you will need to ask your Legal Department or engage a Lawyer to advise on the challenging clauses and how they affect the contractual relationship overall.
When is seeking Legal help for your Contract Review advisable
In this blog post, we'll explore some situations in which seeking legal help for your contracts is advisable.
1. Complex Contracts
Contracts can be straightforward or complex, depending on the nature of the agreement.
A straightforward Contract is relatively simple and typically requires no more than a quick read-through. However, a complex Contract involves intricate details that require a thorough understanding of the law and the relevant industry, as well as the ability to negotiate those terms effectively.
Examples of complex Contracts include:
- Joint Venture Agreements;
- Major Works Construction Contracts;
- ICT Contracts;
- Collaborative Contracts;
- Franchise Agreements; and
- License Agreements.
If the Contract is complex, it is advisable to seek professional help from a Lawyer or Strategic Contracting Adviser to ensure that the Contract contains the necessary drafting to protect your organisation's interests.
2. High-Risk or High-Value Agreements
Some Contracts carry significant financial or legal ramifications, making them high-stakes agreements.
These types of agreements often involve a substantial amount of money, and any mistake could result in severe financial or legal consequences.
Keep in mind that some low-value Contracts may also be high-risk, and these should also be considered to be high-stakes agreements.
Examples of high-stakes agreements include:
- Sale or purchase of a business or property;
- Public Private Partnership Agreements;
- Financing Documents;
- Loan agreements;
- Insurance policies; and
- Intellectual property agreements.
If the Contract does carry significant financial or legal ramifications, it is advisable to seek professional help to ensure that you fully understand the terms and conditions (and their implications) before your organisation signs the Contract.
A Lawyer or Strategic Contracting Adviser can help you identify potential risks and liabilities and negotiate terms that are favorable to you.
3. Negotiating Contract Terms
Negotiating a Contract can be a challenging and time-consuming process. It requires a thorough understanding of the law and the relevant industry, as well as the ability to negotiate effectively.
You may be an experienced Contract Negotiator, who only needs to take significant issues to your Lawyer on an exceptions basis.
However, if you do not have substantial negotiation experience, it is preferable for you to involve your Lawyer in the Contract Negotiations. This will help you ensure that your organisation is getting the most favorable terms possible and is not accepting undue risk.
Carrying out a Risk Assessment
One of the ways for you to determine whether you should get a Lawyer involved with your Contract or not is to carry out a Risk Assessment.
Based on your Risk Assessment, if the Contract is high risk (whether low or high value), or low risk and high value, best practice is to call in your Lawyer.
Get training in how to understand Contracts
This is an out-of-the-box approach that most Lawyers won't tell you, however I understand how important it is that you learn how to work better with Contracts on your own. It's not always possible for you to seek help from a Lawyer, and you may not have the budget within your organisation.
This is one of the reasons why I started Blaze Professional Learning - to help upskill Contracts Professionals and Non-Lawyers in working with Contracts better.
Reach out to me - I run individual training sessions and group workshops, and I also run organisational training to help upskill you and your colleagues and teach you some of the things you need to know about working with Contracts.
Final Thoughts
It is essential to take the time to review and understand the terms and conditions of any Contract before signing.
Seeking legal help for your Contracts can save you time, money, and potential organisational headaches down the road.
While it may seem like an unnecessary expense or delay at the time, having a Lawyer review your contracts can provide peace of mind and help you avoid expensive mistakes for your organisation.
