5-Minute Rule That Saves Contracts (And Careers)

Stop embarrassing errors before they reach clients

Hi Folks!

Last Tuesday, I watched a senior associate at a BigLaw firm spend three hours fixing a "simple" acquisition agreement.

The problem?

A classic copy-paste error where "Acme Corp" appeared 47 times, but "ABC Industries" (from the template) still showed up in Section 12.3.

The client wasn't thrilled about paying $800/hour to fix something a paralegal could have caught.

This isn't rare. It's epidemic.

After reviewing over 2,000 first-draft contracts in the past five years, I've identified the five mistakes that account for roughly 80% of all first-round revisions.

The kicker?

Every single one is preventable with a five-minute systematic review.

The Economics of Embarrassment

Here's what these "small" errors actually cost:

• 2-4 hours of revisions per contract

• Clients notice sloppy work, even if they don't say anything

• Nothing kills negotiation flow like sending out a document with the wrong company name

The solution isn't more careful drafting (though that helps).

The solution is a systematic final check that catches these landmines before they explode.

I developed this process after one too many 11 PM emergency calls about "urgent" contract fixes.

Here's exactly how it works:

1. The Name Game

Use your word processor's "Find" function to search for every party name and defined term.

Start with the obvious ones, then check your contract template folder for names that commonly get stuck in copy-paste jobs.

Pro tip: Search for fragments, not just full names. Look for "Corp," "LLC," "Inc," and "Ltd" to catch partial name errors.

Real example: I once caught a merger agreement where "Target" appeared correctly 89 times, but "Tagret" (a typo from three drafts ago) appeared twice in the indemnification section. The client would have noticed. Eventually.

2. The Number Trap

Numbers are where deals die.

Create a simple list of every dollar amount, percentage, and date in your contract, then verify they match throughout the document.

The danger zones:

• Purchase price in the recitals vs. the payment section

• Interest rates in different provisions

• Closing dates mentioned in multiple sections

• Termination notice periods

3. The Cross-Reference Check

What is there’s a reference to "Section 14.7" in a 12-section contract? Here's the systematic approach:

1. Search for "Section" and verify every reference

2. Search for "Exhibit" and confirm all attachments exist

3. Check "Schedule" references against your actual schedules

4. Verify any "see above" or "as set forth below" language actually points somewhere logical

Tip: Every time I create a cross-reference, I highlight it in bright yellow immediately. No exceptions. This takes two seconds but creates a visual trail of everything that needs verification. Post verification of each cross-reference, I remove the highlight one by one.

It's impossible to miss a bright yellow reference during final review, and removing highlights gives you that satisfying sense of completion while ensuring nothing gets overlooked.

4. The Signature Block Reality Check

This seems obvious until you send a contract to "John Smith, CEO of XYZ Corp" and XYZ Corp is actually managed by a board of directors, not a CEO structure.

The four-point check:

1. Does the signatory name match the contracting entity?

2. Does their title give them authority to sign this type of agreement?

3. Are the entity names in the signature blocks identical to the party names in the contract?

4. Do you have the right number of signature blocks?

5. The Defined Terms Audit

Open two documents: your contract and a blank page.

Go through your contract and list every capitalised term.

Then verify each one is properly defined.

Finally, check your definitions section for orphaned definitions that aren't used anywhere.

The reverse check: Search for each defined term throughout the contract. If "Confidential Information" is defined but only appears in the definition section, you probably copied the wrong template.

The Compound Effect

Chenwing, a corporate associate in Seattle, started using this process six months ago. Last month, her partner complimented her on consistently clean first drafts. This month, she's getting more complex assignments and better deal flow.

That's the compound effect of reliable execution. Small systems create big advantages over time.

The five minutes you spend on the Red Flag Review aren't just about catching errors. They're about building a reputation for precision that pays dividends throughout your career.

Have a drafting horror story or a system that works for you?

Reply and share - the best submissions get featured in future issues.

Forward this to someone who could use cleaner first drafts.

See you next Friday,

Cheers!