Contract review comments should be separated for internal teams and counterparties

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Overview

Contract review comments are not all meant for the same audience. Internal comments may explain business risk, negotiation strategy or fallback positions, while counterparty-facing comments should be concise and suitable for negotiation.

Practical perspective

If both types of comments are mixed together, the business team may not know what to send and what to keep internal. A practical review should separate internal decision notes from proposed external comments and redlines.

In practice, legal advice is useful only when it reflects the business model, internal rules, counterparty relationship, risk tolerance and timing of the decision. Generative AI can support initial organization, comparison and drafting, but attorneys should remain responsible for final legal judgment.