Contract review checklist with a free worksheet
Ten checks to work through before you sign, in plain English. Tick each one off, note the questions you want answered, and print the worksheet to take with you.
Published March 2, 2026 · Updated September 18, 2026
The ten checks at a glance
Start with the four things to confirm before you read, then work down the list. Each check links to its full explanation below.
| Check | What to locate | Question to ask |
|---|---|---|
| 1. Termination clauses | Who can end the contract, for what reasons, and with how much notice | Can both parties end the contract under the same conditions? |
| 2. Auto-renewal terms | The renewal clause: the notice deadline, how notice must be given, and the length of the new term | Does the contract renew automatically? How do you opt out? |
| 3. Liability caps and limitations | The limitation of liability clause and any cap on what can be claimed | If something goes wrong, what's the maximum you can claim? |
| 4. Indemnification | The indemnity clause: who covers third-party claims, and whether it runs both ways | Who pays if there's a legal claim? |
| 5. Dispute resolution | How disputes are decided (court, arbitration or mediation) and where | What happens if you disagree? |
| 6. Intellectual property | The ownership or assignment clause, and what it says about work you already own | Who owns work created under this contract? |
| 7. Confidentiality and non-compete | The scope, duration and geography of any restriction on what you can say or do | What are you restricted from doing during and after the contract? |
| 8. Payment terms and late fees | Due dates, late fees, interest, and any right to suspend service | When is payment due? What happens if it's late? |
| 9. Force majeure | Which events count, whether both sides are covered, and what happens to payment | What happens if something unexpected prevents performance? |
| 10. Governing law and jurisdiction | Which place's rules apply and where a dispute would be heard | Where would a dispute actually be handled? |
Contract review worksheet
Sneaky Terms · www.sneakyterms.ai/guides/contract-review-checklist
Contract: ______________________________ Date: ______________
Working through these checks is not a safety score or approval to sign, and this is not legal advice. For anything serious, talk to a local lawyer.
Your worksheet
These ten checks are a starting point, not a complete review. Some contracts raise issues that are not on this list. Your ticks and notes stay on this page only. They are never sent anywhere, and refreshing the page clears them, so print the worksheet if you want to keep them.
0 of 10 worked through
This count tracks your progress. It is not a safety score, and it does not mean the contract is fine to sign.
Before you start
Are you reading the right document, in full?
The parties. Are the names and legal entities the ones you expect, on both sides? A contract with the wrong entity can leave you chasing the wrong party later.
The agreed scope. Does the document match what was agreed in conversation or by email: the price, the dates, what is included and what is not?
The document version. Are you reading the final version? Compare it with the last draft you saw and look for changes nobody mentioned.
Referenced attachments. Does it point to schedules, appendices, policies or terms on a website? Ask for every one. They are part of what you are agreeing to.
Termination clauses
Can both parties end the contract under the same conditions?
Check if the other party can terminate with 30 days notice while you need 90 days. Look for "for cause" vs "for convenience" termination. If they can end it for any reason but you can only end it for breach, that's one-sided.
One party can terminate at will while the other is locked in for the full term.
Auto-renewal terms
Does the contract renew automatically? How do you opt out?
Find the renewal clause and note when the current term ends, how far ahead of that date notice must be given, how notice has to be delivered, and how long the renewal term is. A 60-day notice requirement on a one-year contract is a deadline, not a window. Notice has to arrive at least 60 days before the term ends, which is around the end of month ten. Miss it and the contract usually rolls into another full term. Some contracts also set an earliest date for notice, so check for that too. Work out the calendar date and put it in your diary the day you sign.
Auto-renewal with an early notice deadline, a long new term and no reminder requirement.
Liability caps and limitations
If something goes wrong, what's the maximum you can claim?
Look for phrases like "in no event shall liability exceed" or "aggregate liability." A common cap is the total fees paid in the last 12 months. If you're paying $100/month, your maximum claim is $1,200, even if damages are much higher.
Liability capped at a fraction of potential damages, or no liability cap for one party.
Indemnification
Who pays if there's a legal claim?
Indemnification clauses determine who covers legal costs and damages from third-party claims. Check if indemnification is mutual (both parties protect each other) or one-sided. Broad indemnification can make you responsible for things beyond your control.
One-sided indemnification that makes you responsible for the other party's negligence.
Dispute resolution
What happens if you disagree?
Check whether disputes go to court, arbitration, or mediation. Note where disputes must be handled. If they require disputes in their location and you are somewhere else, that is expensive and inconvenient by design. Mandatory binding arbitration usually means a private process decides the dispute instead of a court, so check who chooses the arbitrator and who pays.
Mandatory arbitration in their location with the other party choosing the arbitrator.
Intellectual property
Who owns work created under this contract?
IP clauses determine who owns deliverables, inventions, and creative work. Check if assignment covers only work done under the contract or extends to pre-existing IP, personal projects, or ideas conceived outside work hours.
Broad IP assignment that covers your pre-existing work or personal projects.
Confidentiality and non-compete
What are you restricted from doing during and after the contract?
Note the scope (what's covered), duration (how long it lasts after the contract ends), and geographic limits. A non-compete that prevents you from working in your entire industry for 2 years is very different from one limited to specific clients for 6 months.
Broad non-compete with no geographic limits and no compensation during the restriction period.
Payment terms and late fees
When is payment due? What happens if it's late?
Check payment timing (net 30, net 60), late payment penalties, and whether interest compounds. Also look for clauses that let the other party suspend service or keep your data hostage for late payment.
Excessive late fees, short payment windows, or service suspension for minor payment delays.
Force majeure
What happens if something unexpected prevents performance?
Force majeure clauses excuse performance during events like natural disasters, pandemics, or government actions. Check if the clause covers both parties equally, what events trigger it, and whether the non-performing party still gets paid.
Force majeure only applies to one party, or the definition is so narrow it offers no real protection.
Governing law and jurisdiction
Where would a dispute actually be handled?
This determines which court hears disputes and which rules govern the contract. If the contract requires disputes to be handled in their location and you are somewhere else, that puts you at a practical disadvantage before anything even starts.
Governing law that requires disputes to be handled somewhere that only works for them, not for you.
0 of 10 worked through
This count tracks your progress. It is not a safety score, and it does not mean the contract is fine to sign.
This worksheet is for working through a document you have in front of you. Want the full walkthrough of how to read one? Read how to review a contract yourself.
Next, check the clauses this list does not cover
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Clauses people commonly miss
These clauses are easy to overlook because they are buried in standard-looking language. They are also the ones that tend to cause the most problems.
Auto-renewal notice deadlines
The deadline to give notice falls well before the contract ends. Once it passes, the contract renews for another full term.
Liability caps
Limits what you can claim even if the other party causes significant damage.
One-sided termination rights
They can exit easily, you cannot.
Governing law clauses
Locks disputes into a location that only works for them.
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Frequently asked questions
How do I review a contract without a lawyer?
Start with this checklist to find the areas that matter most. Read the entire contract, not just the parts highlighted for you, and flag anything you do not understand. You can also upload your contract to Sneaky Terms, which reviews every clause and covers areas this checklist does not.
What are the biggest contract red flags?
One-sided termination rights, uncapped liability, auto-renewal with an early notice deadline, mandatory arbitration in their location, broad IP assignment covering your personal work, and non-competes that restrict your entire industry.
How long should a contract review take?
A careful read of a standard contract with this checklist takes 30 to 60 minutes. Complex agreements can take several hours. Give yourself the time before the signing deadline, not on the day.
Should I always read the entire contract?
Yes. The most concerning clauses are often buried in the middle where they are easy to miss. If reading the whole thing feels overwhelming, at minimum work through this checklist.
Is this legal advice?
No. Sneaky Terms tells you what a clause means and whether it is one-sided. What you do about it is your call. For anything serious, talk to a local lawyer.
What happens to my document after I upload it?
Your contract is processed and deleted immediately after analysis. We only save the analysis results to your account so you can access them later.