Playbook · 9 min read

The Human Sign-Off Checklist for AI-Reviewed Contracts

Where expert review is non-negotiable, and how to document it so the process survives scrutiny.

Treadstone Associates · Updated 2026

Key takeaways

  • • Certain clause types always require a qualified human review
  • • Sign-off should be logged with a name, date and specific finding
  • • A sampling protocol should cover even the low-risk cleared documents
  • • The checklist should be agreed before the deal starts, not during it

Which Clauses Always Need a Human

Change-of-control provisions, indemnification caps, unusual termination rights and anything touching regulatory approval should always get a qualified reviewer's eyes, regardless of how the AI scored them.

This isn't a lack of trust in the tool, it's an acknowledgment that some risks carry consequences too large to delegate entirely.

Logging Sign-Off Properly

A defensible process records who reviewed a finding, when, and what they concluded, attached to the specific document and clause, not a general statement that “review was completed.”

This level of detail is what makes the process stand up if a deal is later questioned or audited.

Sampling the Cleared Documents Too

Even documents the AI clears as low-risk deserve a periodic spot-check by a human reviewer, since no automated system has a zero error rate. A sampling protocol, say ten percent of cleared documents, catches this gap.

This step is inexpensive relative to the protection it provides.

Agreeing the Checklist Before the Deal Starts

Deciding sign-off requirements under deal pressure leads to shortcuts. Agreeing the checklist as a standing firm policy, before any particular deal, keeps the process consistent regardless of timeline pressure.

It also means the process doesn't need to be re-litigated with every new transaction.

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