# Contract review handoff: passing a contract to a colleague mid-review

Handing a contract review to a colleague? Pass the right version, the open clauses, the negotiation history and the deadline, and keep it confidential.

## The short answer

A contract review handoff works when the colleague taking over gets four things: the exact version under review, the status of each open clause, the negotiation history that explains the current wording, and the deadline. Attach the file itself, mark what was conceded and why, and share it only with those who need it.

> **This article is general information, not legal advice.** How you handle contracts and confidential information depends on your contracts, your firm’s rules and the law that applies. Check with your legal team or a lawyer.

Contract reviews change hands for ordinary reasons. A lawyer goes on leave, a deal moves to someone who knows the sector, a junior hands a first pass to a senior. The risk is always the same: the new reviewer works on the wrong version, reopens a point that was already settled, or misses the date.

## What makes contract handoffs different

Most handovers can survive a vague sentence. Contracts cannot. Three things raise the stakes:

- **Versions multiply.** Your draft, their mark-up, your response, a clean copy. Two files can look almost identical and differ in one number.
- **Concessions are invisible in the text.** The final wording does not show what you gave up to get there, or what you refused. The next reviewer needs both.
- **Confidentiality applies to the handover itself.** The contract, the price and the negotiation notes should reach only the people who need them.

## What to pass on

- [ ] The version: file name, date and who sent it last. Attach the file; do not point to a folder.
- [ ] The parties and the deal in one sentence: who, what, for how much.
- [ ] Clause status: which clauses are agreed, open or conceded, one line each.
- [ ] Negotiation history: what the other side asked for, what you offered, what you refused and why.
- [ ] Instructions from the client or the business: limits you must stay inside, such as a maximum liability cap.
- [ ] Deadline: when the response or signature is due, and what happens if it slips.
- [ ] Who signs, and who on each side approves changes.
- [ ] Confidentiality: who else may see the contract, and anything that must not leave the team.

The clause status is the heart of it. A reviewer who knows that clause 7 is open, clause 9 is agreed and clause 12 was conceded in exchange for a price change can pick up the next call without rereading everything.

## A handoff note with a clause table

Here is a note for a made-up supply agreement. Anna hands it to Rachel before two weeks of leave.

CONTRACT HANDOFF: Supply agreement, Delta Packaging
From: Anna   To: Rachel   Response due: Tue 20 Oct

Version
delta-supply-v5-their-markup.docx (received Thu 15 Oct from
their counsel). Our last version was v4.

Deal
Delta supplies packaging for 24 months. Price €12,400 a month.

Clause status
- 4 Price and indexation: AGREED (€12,400, CPI cap 3%)
- 7 Liability cap: OPEN. They want 6 months' fees; we offered 12.
- 9 Termination: AGREED (90 days' notice)
- 12 Exclusivity: CONCEDED. We dropped exclusivity in return
  for the price fix in clause 4.

Instructions
Liability cap must not go below 9 months' fees (from Mark,
head of procurement).

Signs
Mark for us. Their CFO for Delta.

Confidentiality
Price and clause 12 are not to be shared outside procurement
and legal.

Next step
Rachel replies to their counsel on clause 7 by Tue 20 Oct.

Rachel knows the version, the one open point, her limit and her date. She also knows not to reopen exclusivity, because the price depends on it.

## Keeping it confidential

A handover is one of the moments when confidential material is most likely to go further than it should. A few habits help:

- **Send to a person, not a group.** A contract in a team channel is seen by everyone in it, now and later.
- **Attach, do not paste.** Pasting clauses into a chat or email body spreads the text into places you do not control.
- **Check what you put into an AI assistant.** Whether a contract may be uploaded to Claude or ChatGPT depends on your company’s agreement with the provider and your own rules. Our guide to [Claude, ChatGPT and GDPR for teams](/blog/ai-tools-for-teams-claude-chatgpt-gdpr/) covers the questions to settle first.
- **Know where the files go.** If the contract contains personal data, the tool that carries it between colleagues has a role too. See [GDPR when passing client data between AI assistants](/blog/gdpr-passing-client-data-between-ai-assistants/).

## Doing it in one sentence with Colle

If Anna reviewed the contract with her assistant, most of the note is already in her chat. With Colle she says:

> Pass the draft to Rachel: price €12,400, sign by the 20th.

Her assistant finds Rachel, writes the summary, records the facts (the price, the deadline, the open clause) and attaches the file. Original files up to 25 MB travel with the handoff. Rachel is notified straight away, accepts, and asks her own assistant what she received. It can walk her through the open points with the contract in hand.

Facts keep their history. If the price changes in the next round, the new value is recorded and the old one is still visible; conflicting changes are flagged. Work sent to a person is visible only to the sender and the recipients. A legal team can work in a closed space, whose cases only its members see.

Colle stores handoffs, facts and files in the EU (Frankfurt), acts as your processor for that content under a data processing agreement, and does not use your content to train AI models. The details are on the [security page](/security/). See how this works for [legal teams](/use-cases/legal/).

[Join the Colle pilot](https://www.trycolle.com/#pilot)

## When you do not need Colle

If your firm runs reviews in a document management system with version control and matter-level access, and nobody works on contracts in an AI assistant, keep the handover there and use the checklist above. Colle helps when the review work happens in Claude or ChatGPT and has to move to a colleague with its context intact.

Finance teams face a similar problem with invoices: an amount, a due date and an approver who has to act. See [invoice approval handoff](/blog/invoice-approval-handoff/).

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Canonical page: https://www.trycolle.com/blog/contract-review-handoff/ · Last updated: 2026-10-18