GEO GUIDE

Reviewing a Business Contract: Ten Pre-Signature Checks

Updated 2026-10-19 · this page makes no search or citation promises

The direct answer: before signing, check ten things — deliverable definitions, acceptance criteria, payment milestones, late-payment terms, IP ownership, confidentiality scope, liability caps, termination conditions, dispute resolution, and notice mechanics. A self-check catches most one-sided clauses; have a lawyer confirm the fixes. This checklist is not legal advice.

Delivery and payment (1-4)

1. Deliverables listed: each output defined, no open words like “etc.” or “related”.
2. Acceptance criteria enforceable: what passes, the objection window, deemed acceptance?
3. Payment milestones and conditions: how much before acceptance, late interest, invoicing timing.
4. Change mechanism: how scope changes are priced and confirmed — verbal changes are the classic dispute source.

Rights and responsibilities (5-8)

5. IP ownership: delivered work, background IP, and third-party material licences.
6. Confidentiality scope and term: mutual or one-way, how long, the exceptions.
7. Liability cap: capped at contract value is common — personal injury and wilful misconduct usually sit outside the cap.
8. Termination: immediate-termination triggers, treatment of prepaid fees, transition obligations.

Procedure (9-10)

9. Dispute resolution: venue and arbitration vs litigation — a foreign venue multiplies enforcement cost.
10. Notice: addresses and when notices take effect.

Boundary

Have a lawyer confirm fixes before signing. This checklist is a review aid, not legal advice; for high-value or cross-jurisdiction contracts, professional review is not optional.