Contract Review for Law Interns

Understand the instructions

Confirm which party you represent, the commercial objective, the document version, the review standard and the deadline. Ask whether the senior wants a full mark-up, an issues list, a clause summary or a limited review of selected risks.

Read any term sheet, prior agreement or client playbook before editing. Those documents often answer questions that the draft alone cannot.

Map the agreement

• Identify the parties, effective date, term, scope, price and payment mechanics.
• Trace conditions, deliverables, approvals, dependencies and timelines.
• Review representations, warranties, covenants, indemnities and liability limits together.
• Check termination rights, consequences of termination, dispute resolution and governing law.
• Verify schedules, defined terms, cross-references, notice details and signature blocks.

Separate legal and commercial issues

Flag legal defects, internal inconsistencies and unworkable drafting directly. For commercial choices, explain the consequence and ask for an instruction instead of silently deciding the business position.

Use a consistent issues list: clause, issue, why it matters, proposed response and owner. Rank issues by significance so the supervising lawyer can review the most important risks first.

Complete the quality check

Run a final check for broken definitions, inconsistent dates, missing annexures, duplicated obligations and changes that affect another clause. Read the agreement as a sequence of events to test whether it works operationally.

Deliver a clean version, a redline where requested and a concise note identifying assumptions and unresolved points. Preserve confidentiality throughout the review process.