Document-Comparison Etiquette

I recently received the following message from a longtime reader:

When you eventually revise MCSD to its third edition, could you consider adding an appendix that talks about redlining protocol? Here’s what routinely happens to me: I send the other side a draft marked using Microsoft Word’s “track changes” feature. Using that feature, they accept some of my changes, reject others, and make changes of their own that are tracked using the “track changes” feature. What they send me doesn’t show those of my changes that they rejected, so their markup is misleading. I have rules of redlining to which I adhere, and I think they are commonly shared—outside of procurement departments.

I don’t do deals, so I don’t have occasion to engage in high-stakes document comparison (or redlining, or blacklining, or whatever you might call it). If you have any recommendations or cautionary tales, by all means post them in a comment.

About the author

Ken Adams is the leading authority on how to say clearly whatever you want to say in a contract. He’s author of A Manual of Style for Contract Drafting, and he offers online and in-person training around the world. He’s also chief content officer of LegalSifter, Inc., a company that combines artificial intelligence and expertise to assist with review of contracts.