When Do You Actually Need a Lawyer to Review a Contract?

Pen signing a contract
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Not every agreement requires an attorney. Some contracts are simple enough, and the risk low enough, that legal review does not justify the cost. But some contracts carry real risk that is not obvious from the document itself, and those are the ones people most often sign without getting advice.

When you probably do not need one

Short-term service agreements for routine work, standard residential leases, and simple purchase agreements for personal property generally sit in a category where the stakes are low enough that legal review is optional. If the transaction is straightforward, the terms are standard, and the downside of something going wrong is manageable, you are likely fine.

When you probably do

Any agreement involving the sale or purchase of a business warrants legal review. So do commercial leases, which are far more complex and one-sided than residential leases. Employment agreements, non-compete clauses, and separation agreements carry risks that are not visible on the surface. The same is true for partnership agreements, shareholder agreements, and LLC operating agreements. Any contract with significant financial exposure or long-term obligations, or where the other party has clearly had a lawyer draft the document, benefits from counsel. In those situations, you are almost certainly being asked to accept terms that favor the other side, and you may not know which ones are actually negotiable.

Non-competes specifically

Colorado significantly restricted the enforceability of non-compete agreements in 2022, but many employers continue to present them as if the old rules still apply. Whether a given non-compete is enforceable under current Colorado law depends on the employee's compensation, the nature of the restriction, and whether the employer has a legitimate business interest that justifies it. Signing one without understanding whether it is enforceable, and what it means for your career if it turns out it is, can have consequences that follow you for years.

The hidden risk in standard-looking forms

Many contracts that look standard are not. A vendor's standard terms may include an indemnification clause that makes you responsible for their negligence. A service agreement may include an automatic renewal provision that is surprisingly hard to exit. A franchise agreement may waive rights you did not know you had. Professional formatting is not a warranty. A well-designed document with clear headings and confident language is not evidence that its terms are fair. It is evidence that someone spent money having it drafted.

Before you sign

Before signing anything with real financial or legal consequences, find answers to three things: what you are agreeing to do and for how long, what happens if something goes wrong and whether you are absorbing any of the other party's liability, and what your exit looks like if the relationship does not work out. If you cannot find clear answers in the document, that is a reasonable signal to get advice before signing.

Contract review is one of the more cost-effective things a business owner can invest in. The cost of reviewing a contract before signing is almost always far less than the cost of litigating what it meant. For small business owners in Colorado, legal questions around contracts often intersect with broader planning questions around business structure, succession, and estate planning. Getting consistent legal guidance tends to cost less and cause fewer problems than handling each question in isolation.