A lawyer finishes a redline, but the agreement sits for another week. The client still needs to confirm a price change, and the security reviewer is waiting for a vendor answer. Contract review coordination means following those unfinished decisions through to the person who can make them. These questions help a law firm see what is holding up a draft and give the client a useful update.
What Should We Ask the Client Before Circulating a Draft?
Ask the client who can answer the commercial questions and authorize the final decision. Identify any specialist reviews needed for this purchase. Give each person a specific question: “Can your team accept the proposed implementation date?” is easier to answer than “Please review.” Keep the response with the draft so the lawyer can use the client’s actual instruction. If two client contacts give different answers, ask the designated decision maker to resolve them.
Which Version Should Everyone Review?
Use a clearly identified working version and preserve the document originally received from the counterparty. Ask contributors to comment against that version or identify the version they used. Keep a short record of merged comments and unresolved issues. A filename saying “final” does not establish that the client’s last instruction was included.
| Field | Question It Answers |
|---|---|
| Issue | What decision is needed? |
| Owner | Who may make that decision? |
| Version | Which document and provision are being discussed? |
| Handoff | Who needs the answer next? |
What if One Reviewer’s Answer Changes Another Issue?
Worked example: a Texas client is buying a payroll system. Its security reviewer requests a control that changes the vendor’s implementation price. The law firm’s coordinator connects the security comment to the pricing question, obtains the client’s revised instruction, and returns the resulting language to the attorney. Closing the security entry alone would leave the commercial instruction unresolved. The tracker should show both questions and the relationship between them.
Does Silence Count as Approval?
Use the approval method agreed with the client and supervising attorney. Record what was approved, the relevant version, and any conditions. Do not treat a quiet email thread as permission to sign. If the counterparty changes the draft afterward, flag the change for renewed direction instead of carrying forward an old approval.
Why Keep Specialist Reviews Separate?
The security team can assess a control without deciding whether the client should accept a price increase. Finance can confirm a budget without resolving a legal clause. Give each response its own owner and connect it to the draft under review. FAR 1.602-2 offers a federal example of a contracting officer consulting specialists from different disciplines. For a private client matter, the engagement instructions determine who decides each issue.
Before sending the signing version, reconcile the open-question list against those decisions. The status update to the client should identify the outstanding question and the person whose answer is needed.
