Through the process of comparing two versions of the same document, the software-based version of redlining will produce a third document, using either a different font, highlighting, or a different text color to indicate areas that have been added to or removed from the original document. The result: a red line.
Contract Redline Meaning
Redlining contracts has been done for decades in the legal and financial industries, since long before computers and computer software were around to make the process simple and easy. In fact, the term “red line” is very literal, referring to the markings that a person would make by hand using a red pen with red markings when they reviewed changes to an original contract or other legal documents. The reviewer would use a ruler and a red pen to make lines to indicate areas that had been removed or included. Deleted text was marked with a single strike-through line. Inserted text was marked with a double line.
Blackline vs. Redline
Red line referred to the original copy that had the red marks. Once the document was copied by the copy machine, it was called blackline, since the lines were now black instead of red. In today’s world, there’s rarely an instance where it makes sense to refer to a red lined document as blacklined, but you might hear the term thrown around now and then, especially by colleagues who had to endure the monotony of redlining contracts back in the early days of their career.
Today, these terms are used interchangeably and refer to the process of showing markups on a contract.
- Cumulative Red line — Refers to a comparison between the first and last version or turn in an agreement
- Compare Against — To run a comparison or “diff” with the original version being the comparison “against.” In other words, if you want to compare Draft B to Draft A, people often refer to the action as, “Run a redline/black line/comparison of Draft A against Draft B.” The computer will pull up two versions of the same document and review and compare them, looking for differences and discrepancies between the original and the second version. Is there a better way?
- Markup — Another word to prepare edits with tracked changes.
- Turn — A new version of the contract prepared by the counterparty. Often referred to as the “next” version, open for discussion between the parties.
Problems With a Red Line / Black Line
Room For Error
You can imagine what a tedious task it was to red line by hand. And not only that, but the process left room for human error. It required diligent attention to detail to notice and correctly notate what parts had been inserted or deleted from the original to make the final document. Imagine the problems that would arise if a lawyer missed an important deletion from opposing counsel, or if an addition was made in the wrong spot.
When Not to Red Line
Often, preparing a red line for the other side has no meaning in the negotiation. Specifically, the counterparty may object to even receiving a redline, or creating a redline may result in unnecessary time wasted. For example, some large companies do not accept a red line, and others operate faster if an amendment or addendum is provided in lieu.
Preparing an amendment is not always easy, but when done right, it's an excellent way to fast track third party contract red lines and reduce the effort down by 75%.
A Better Way to Redline Contracts
Software to Make Redlines Easier
Fortunately, we live in the digital age, where computers can handle important tasks like document comparison, redlining, blacklining, or whatever additional terms you come across that needs meaning. There’s software that can make the process of redlining simpler, not only simpler but also more accurate since there isn’t room for human error.
Contract review ai software like DocJuris saves law organizations significant time by producing red lined contracts on a clean interface in a short amount of time, so lawyers and law firms can focus their time, money, and energy on other tasks that require a human touch. For example, automated amendments can shorten and in some cases completely eliminate the need for redlining.
Are you tasked with redlining contracts? Let's get in touch to explore how to avoid the greatest risks and speed up time-draining tasks.