Preparing NDA reviews for counsel

Routine agreements compete for legal review time with documents containing unusual clauses. Terms that need attention can sit inside familiar language, leaving counsel to compare each agreement against the firm’s positions from the beginning.

A new relationship can wait in the same review queue as an agreement with terms that require negotiation. Counsel needs to see which clauses differ from the firm’s standard positions and where those clauses appear in the document.

The workflow reads an agreement against the firm’s playbook, links each flagged issue to its source clause, and prepares a tracked-changes draft. It supports counsel’s review by presenting a proposed position, while legal decisions remain with counsel.

1. 1

   Compare with the playbook

   Check the agreement’s terms against the firm’s stated negotiation positions and required clauses.

2. 2

   Triage with source links

   Group issues for review and link every flag to the clause that prompted it.

3. 3

   Prepare a draft position

   Create a tracked-changes Word draft for counsel to accept, revise, or reject.

Counsel gets source-linked flags, a triage recommendation, and a proposed redline to accept, adjust, or reject. The prototype prepares a starting position for review; it does not approve or sign agreements.

The review lanes distinguish agreements ready for routine review from those that need negotiation or escalation. When the firm’s standard positions change, the playbook can be updated directly so future comparisons reflect the revised guidance.