How to hand off a contract redline
For contract reviewers exchanging a marked-up draft.
What should travel with a redline when one reviewer takes over from another?
Send the exact comparison draft, identify the version it was compared against, and give the next reviewer a short list of decisions. Someone seeing a page of edits for the first time should be able to tell which words changed, why they changed and who can accept them.
Name both sides of the comparison
Identify the last text the other side actually received and the proposed revision. Record the file name or version identifier and date for each. A clean internal draft made after the exchange can be valuable, but using it as the baseline may hide a change the other side has never seen.
If the incoming file has unreliable tracked changes, create a fresh comparison from copies. Microsoft Word's legal blackline feature can show the differences in a third document. Check a known change to confirm that you compared the files in the intended order.
Give the incoming reviewer an issue list
For each material edit, identify the clause, practical effect, agreed position or fallback, and the person who can authorize a concession. Include a reason when you reject new language. Keep purely editorial changes separate so the decision-maker can find the negotiation points.
Be explicit about the audience. An internal comment explaining the walk-away position may be useful to successor counsel and inappropriate for the counterparty. Keep an internal decision note separate and review the actual outgoing file for comments, hidden text and unintended revisions.
Test the handoff
Ask the next reviewer to name the last external version, the three most important open questions and the next authorized action. If their answers depend on reconstructing an email chain, put those answers into the handoff. Keep the received original available for comparison.
Worked example
Illustrative example. A supplier changes the notice trigger from sending to receipt. The outgoing reviewer flags the legal effect, asks operations whether it can track receipt, and leaves acceptance open. The next reviewer sees the specific clause and question immediately, even though the wording change occupies only two words in the redline.
Primary sources
Related work at Agentic Attorney
This redline handoff guide is in the shared Agentic Attorney resource collection. Its hub describes implementation work with legal teams. Explore Agentic Attorney’s approach to AI implementation.