Can I Change a Contract Before Signing? How to Redline as a Non-Lawyer

What redlining means

Redlining means marking proposed changes to a contract, usually with tracked changes in a word processor so deletions and additions are visible. It can also mean a list of requested changes in an email, or comments in a shared document. The goal is to make your proposals clear and easy to accept.

Step 1: get an editable copy

Ask for the document in an editable format, such as Word or a shared document. If you only have a PDF, send a list of changes referencing clause numbers, or use PDF comments.

Step 2: prioritise

Choose the few changes that matter most: payment, liability, termination, restrictions like non-competes, IP ownership and renewal. Asking for too many small changes can slow the deal and dilute your important requests. Group minor wording issues into one note or drop them.

Step 3: propose specific wording

Instead of "I don't like clause 8," propose replacement text. For example, replace "Contractor shall be liable for all damages" with "Contractor's total liability shall not exceed the fees paid under this Agreement." Specific wording is easier to accept than objections.

Step 4: explain briefly

Add a short comment explaining each change: "Standard cap for this type of engagement" or "I work with other clients, so this needs to be limited to your customers I worked with." Keep explanations practical, not legalistic.

Step 5: use tracked changes properly

• Turn on tracked changes before editing.
• Do not make hidden or untracked edits; they damage trust.
• Use comments for questions rather than changing text.
• Save versions with dates in the file name.

Step 6: negotiate and confirm

The other side may accept, reject or counter. Respond clause by clause. When agreed, review the final clean version carefully against the redline to make sure every agreed change, and nothing else, appears.

What not to do

• Do not change a signed contract; any change after signing needs a written amendment signed by both sides.
• Do not hand-write changes on a signed copy without both parties initialling them.
• Do not rely on side emails that contradict the contract; put agreed terms in the document.

Examples of common redlines

• Payment: "net 60" changed to "net 30."
• Liability: unlimited liability changed to a cap at fees paid.
• Termination: add a right to terminate on 30 days' notice.
• Non-compete: narrow to specific competitors, a shorter period or remove.
• IP: ownership transfers on payment, with pre-existing materials excluded.
• Renewal: automatic renewal changed to require notice or a reminder.

A worked example

Maya receives a freelance agreement as a PDF. She asks for a Word version, turns on tracked changes and proposes four edits: net 30 payment, a liability cap at fees, ownership on payment with her tools excluded, and a two-round revision limit. She adds a one-line comment to each. The client accepts three and proposes three revision rounds instead of two. She agrees and checks the clean final version before signing.

Sample email with redlines

"Thanks for the agreement. I have attached a version with four tracked changes and short comments explaining each. They cover payment timing, a liability cap, ownership on payment and revision limits. Everything else works for me. Happy to discuss."

Common mistakes

• Assuming contracts cannot be changed.
• Making too many minor edits.
• Objecting without proposing wording.
• Hidden or untracked changes.
• Not checking the final clean version.

Quick checklist

• Do you have an editable version?
• Have you prioritised the key changes?
• Did you propose specific wording?
• Are explanations brief and practical?
• Are tracked changes on and visible?
• Did you check the final version?

Key terms explained

These terms are used when changing contracts.

• Redline: a marked-up version showing proposed changes.
• Tracked changes: a feature that shows edits visibly.
• Clean version: the final text without markup.
• Amendment: a signed change to an existing contract.
• Counterproposal: the other side's response to your changes.

Choosing your battles

Before redlining, decide what you actually need. For each change, ask: what is the risk if this clause stays as written, and how likely is it to matter? A liability cap on a large project may matter a lot; a change to the notice address rarely does. Rank your changes, and be ready to concede lower priorities to secure the top ones.

Using comments instead of edits

For points where you are unsure what the other side intends, a comment asking a question can work better than a deletion. For example: "Does 'Confidential Information' include information I knew before starting? If not, could we add the standard exclusions?" Questions invite explanation and often lead the other side to propose a fix themselves.

Negotiating in rounds

Expect more than one round. The other side may accept some changes, reject others and propose alternatives. Keep a simple issues list with each clause, your position, their response and the status. It stops points being lost between versions and makes the final check faster.

Using standard market terms

Changes framed as "standard" are more readily accepted. Examples include mutual confidentiality obligations, standard NDA exclusions, a liability cap at fees paid, payment within 30 days, a notice period for termination and ownership transferring on payment. When you ask for something market-standard, say so briefly.

When to involve a lawyer

Redlining yourself works well for common issues. Involve a lawyer when the other side pushes back on important points with legal arguments, when the contract involves large sums or personal guarantees, or when you are waiving legal claims. A lawyer can often resolve a sticking point faster with specific wording.

Keeping the final record

After signing, store the signed version, the final redline and your issues list together. If a dispute arises later, the negotiation history can help show what both sides intended.

A second example: the employment offer

Ben receives an offer letter with a 12-month non-compete and a broad IP assignment. He does not redline the whole document. He sends a short email proposing two changes: limiting the non-compete to named direct competitors for six months, and adding a carve-out for inventions made on his own time without company resources. He explains he is excited about the role and wants to avoid ambiguity. The employer agrees to the IP carve-out and a nine-month non-compete limited to direct competitors. Short, specific requests work better than extensive markup in employment negotiations.

Tone matters

Keep comments neutral and practical. "This needs a cap" works better than "This is unfair." You are aiming for agreement, not to win an argument.

Check the signature block

Before signing, confirm the parties' names, addresses and signatories are correct, and that the version you sign is the final agreed one.

Find what to redline

The hardest part of redlining is knowing which clauses to change. Upload the contract to see the riskiest clauses flagged, with plain-English suggested wording you can use in your redline.