Legal contract review checklist

Using a checklist helps to ensure that contract reviews, conclusions and recommendations are reported in a consistent manner.  This contract review checklist for use during legal due diligence records the review of contracts provided during the due diligence process.

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When do I use this document?

  • as a template for the review of different types of contract provided during due diligence
  • to help achieve a consistent approach to the contract review and reporting process
  • to enable conclusions and recommendations from contract reviews to be presented in a common format

What are the key features?

  • checklist to be completed by the reviewer of a legal contract
  • introductory section, requiring completion of forms including:
    • name of reviewer
    • purpose of review
    • document name
    • key issues arising
    • recommended action(s)
  • tabular checklist of contract terms to be reviewed and completed by the reviewer, including comments arising

What else do I need to know?

A legal contract review checklist will help achieve a consistent approach to the due diligence review and reporting process. The investor and its advisers may adapt a common document review checklist for use by the reviewers of documents.  The review results and any recommended actions can then be presented in a consistent manner.

Legal due diligence is likely to involve the review of a number of legal agreements or other legal documents relevant to the subject of the transaction.

For an investment transaction, the subject company will have entered into numerous contracts dealing with different topics and activities, including:

  • purchase and sale of goods
  • acquisition of assets
  • provision of services
  • leasing of property and equipment
  • development/licensing of intellectual property
  • loans and other finance
  • employment contracts
  • agreement with the company’s founders and shareholders

When do I use this document?

  • secured loan agreement for a secured loan of a fixed amount to be drawn in a single advance
  • for a borrower which is a company incorporated in England and Wales
  • for a loan repayable on a single repayment date or in instalments

What are the key features?

  • easy to edit, with 21 clauses over 13 pages
  • single advance of specified loan amount
  • regular interest payments at either fixed or floating interest rate by reference to specified bank’s base rate of interest
  • repayment either on a single repayment date or in instalments
  • undertakings from the borrower, including to provide information to the lender and prohibition on granting security and additional borrowings
  • events of default, including a failure by the borrower to repay the loan or interest, leading to the lender having the right to demand immediate repayment

What else do I need to know?

The security would need to be created and governed by a separate security document between the borrower and the lender, depending on the nature of the secured property or assets.  Examples of security documents include:

  • a charge over property
  • a charge over shares
  • a debenture, containing fixed and floating charges over all of the borrower’s assets and undertaking

What other documents are available?

For a form of unsecured loan document, see

For forms of unsecured and secured facility agreements, for advances of loans in several lump sums, see

Explanatory Guides

As with all of our document templates, your purchase will include access to clear explanatory guidance on the document and its use.

Updated by a lawyer on 02/07/2025

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