April 15, 2019

Six Problems with Redlining Contracts in Word

Written by
Henal Patel

Redlining in Word might seem like a good idea.There’s the track changes option, which seems like a relatively straight forward way to catch changes and see what’s been added, deleted, or changed from the original document.

We'll tell you why. Losing track of edits, saving versions, getting blindsided by hidden metadata, and having so many redlines that you can’t tell what the document is supposed to look like anymore are just a few of the limitations that come from using Word for redlining contracts.These and other limitations of redlining contracts in Word that can completely negate the seeming cost savings of using Word instead of contract software.

1. Security Limitations in Word

The first limitation that comes from using Word to redline is security. It’s really easy to get around doc protection in Word. Simply copy and paste a protected document into another Word doc. Just like that, your protection is lost. It’s also easy to lose control of drafts when using Word. Multi-level negotiations require multiple drafts, so it’s really easy to lose track of draft numbers and versions (explored further below). Just one small misstep in hitting “save” can result in the loss of a draft or redline history.

Tip / Solution: don't put too much trust into Word security.  Use it as a first layer of protection, but remember anything can be snuck in.

2. The Inconvenience of Track Changes

The track changes feature is great for a lot of things. It can be a valuable tool for providing feedback to a colleague or even for making notes on your own document. But just as it’s easy to turn track changes on, it’s also easy for users to turn off track changes and make edits that aren’t obvious. As a result, the redline might appear to be complete, but, in reality, there are hidden changes. In cases like this, firms and in-house teams end up preparing a comparison or turning to third-party software to compare.

On top of that, all of the changes that you accept don’t necessarily go away. You could end up sending a “clean” copy out that’s actually full of your comments and changes if the metadata is hidden. The easiest way to make sure your metadata is deleted and you’re really sending a clean copy of a Word document is to convert it to a PDF before you send it. There are also third-party software applications you can use to scrub your metadata.

Tip / Solution: before you even read the turn, compare and then save the document as a documented redline - next, work off that copy. In DocJuris, you can import a turn, compare it, and work off an automatically saved version.

3. Contract Review Software Gets Confusing

If a Word doc gets passed around to a lot of people, you might end up with redlines on top of redlines (at this point, you’re probably not even using the color red anymore). The result is a confusing array of edits made in several colors that have no particular rhyme and reason and are difficult to analyze and understand.

The standardized color schemes in Word don’t work well for redlining, particularly if you have multiple people looking at the document.

Tip / Solution: send out a clean (docx) and redline (pdf) copy of the turn using Word, or save some steps and perform these steps right inside DocJuris.  Force the counter-party to work off one layer of changes.

4. Formatting in Word Can Be Tricky

Formatting varies from contract to contract, so copying and pasting standard clauses from one contract to another can be really painful if the formatting doesn’t match. Plus, track changes also tracks formatting, which can add unnecessary margin comments and other annoyances to the document. If your contract includes lists, then creating a new list when you’re redlining will adjust the formatting and make the whole document look like it’s formatted incorrectly.

Tip / Solution:  as annoying as it may be, turn off track changes, reformat, then turn track changes back on. It makes for a much cleaner doc. In DocJuris, we perform these activities for the user automatically.

5. Redlines in Word Don’t Always Open Correctly

Perhaps one of the more frustrating aspects of redlining in Word is that it rarely works in Office 365 or other web-based formats. If you try opening a redlined document in most web-based previews, like Slack, Gmail, or even Office 365, the redline markings are completely hidden. The only way to see them is to open on a user’s desktop.

Tip / Solution: not much you can do here other than have Word native installed on all of your machines and access points. There are very few platforms on the web that will display track changes correctly. At DocJuris, we focus on making the web experience of viewing redlines seamless.

6. Saving Versions is a Mess

Dealing with versioning documents by adding V1, V2, V3, etc. can get really messy in your fileshare. There are software systems that can help you with auto sequencing and saved versions, but that’s an expensive solution to something that’s relatively simple to fix.

Tip / Solution: append an easy and consistent naming convention at the end of the document name.  For example, `V1 RL 20190425

How DocJuris Helps

DocJuris performs comparisons, trick security checks, and standardized formatting so clean copies always come out clean. Versions are captured in a systematic way, without you having to remember to renumber or “save as” the next version.

Save your firm time, money, and frustration by using a software like DocJuris that’s designed to streamline the process of redlining, so you can quickly compare documents and make sure you always have a current copy saved.

Written by
Henal Patel

Henal is a native Houstonian and the CEO of DocJuris. Before founding DocJuris, he worked as a senior in-house lawyer and legal ops specialist for over fifteen years.

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