Minimizing ambiguity before you begin work can help prevent many disputes later on. What should you be proofreading in a contract?
Minimizing ambiguity before you begin work can help prevent many disputes later on.
Most of the time, the process of working with a client will be a smooth experience. Or so we hope. There are exceptions, but trouble tends to emerge when terms are not clear. Or when a missing piece or typo slows down the process and takes us back to our last checkpoint. Making everyone work double.
Contracts are the opportunity to bring down-to-earth verbal agreements, establish clear periods and expectations, and make a relationship official. It’s an agreement that sets out the scope of the work, how much you will be paid, when, and so on. Mostly, so this won’t have to be brought up later.
What should you take into account when writing down these terms? And why should you proofread them when you seal a deal?
First of all, at the very top of the document, as if it were a letter, the who of those involved should be present. The nature of the relationship, be it, client or contractor. A society. A merger. The full name and type of agreement are basic information.
In a way, it’s like the pyramid type of writing in journalism. You start with the big stuff. The reason why you’re there, who, from when to when, how much will it cost and how can this payment be delivered. Those introductions shed light on why we’re here. And as the contract evolves, it becomes more specific. It branches into more lengthy conditions.
Any formal contract will dedicate the first few paragraphs to a summary of the services provided, start and finish dates of work and then a set out of the specific terms in detail. What are we referring to with specific details? For example, what happens if extra work is needed? What cost on top would you add for extra hours? Special feedback? Unprecedented obstacles or needs?
Also, what happens in the aftermath? Is the work done confidentially? What can be shared? What data is public and what isn’t? Who’s the final owner of that which is delivered. All of these are questions that you should ask yourself. Brainstorm on anything that could be a topic of interest.
Once everything is laid out on the table, proofreading makes its grand entrance. So much could go wrong due to silly mistakes. Proofreading ensures a text is polished and ready to be read by the general public. A spelling mistake may be forgiven in a book, but not in a legally binding document.
The person in front of the task is in charge of checking for spelling, grammar, inconsistencies, punctuation issues, formatting flaws, and typos. This requires a keen eagle-like eye. Are all names written the same way through and through? Are facts, figures, and data robust and coherent? Is there a comma instead of a full stop that could mess up the original sum or meaning? Or that could damage your overall reputation?
If you want to proofread yourself or make the first overview, there are a few tips you can follow.
1. Double-check the outline
For example, first of all: page numbers. Check they are all complete.
After, check if the index and titles along the document are aligned.
Then, any numbers and names, make that same follow-up.
Then, a more thorough check: are there any abbreviations? comments? incomplete phrases? Read the whole document.
2. Backward order proofreading
When you become blind to all possible mistakes, there is still one path to take. Try to read the document backward. This doesn’t mean letters from right to left, but words. When the whole sentence loses meaning, it enhances the focus on individual words and their correctness.
3. Run it by a third party
The tidy thing to do is to have someone who has never seen the document before, read it. If there is no other choice, it can be anyone you consider to have experience and respectable spelling. But ideally, hire a proofreader to make it a bulletproof case. Contracts are signed only once, so it’s not wild to consider hiring a professional for this particular instance. If you need an expert, we can lend you one at Stillman.
What should you be on the lookout for?
Maybe the word is spelled correctly but it’s the wrong word. Spell-checking software has wildly improved, so it’s most likely you’ll get the word and not spell it incorrectly. And check if the autocorrect is in British English, American English, and so on.
If possible, make a checklist at the beginning so you can cross out items as you make progress. Here is a list of a few:
Identifying all parties properly
Make sure all terms are defined
Including instructions for early termination if applicable
Verifying the accuracy of payment terms
Checking who will own intellectual property
Checking to see if insurance is required or should be
Agreeing to govern law and legal jurisdiction
Verifying provisions for attorney fees
But you can read the complete list here.
That’s all. Ready to smoothly sail through the negotiating process?