Legal Contract Review Flowchart: Streamlining Agreement Approvals

Contract review is where legal teams spend significant time—and where delays create business friction. A well-designed contract review flowchart brings consistency to the process, reduces bottlenecks, and ensures nothing falls through the cracks.

This guide covers how to map your contract review workflow and optimize it for speed without sacrificing thoroughness.

Why contract review needs a flowchart

Legal teams often operate on institutional knowledge. Senior attorneys know the process; junior staff learn through osmosis. This creates problems:

Inconsistent handling. Similar contracts get different treatment depending on who reviews them. One attorney escalates all vendor agreements; another approves them directly.

Unclear ownership. When a contract stalls, it's not always clear who should act next. Is it waiting on legal, procurement, or the business unit?

Missed steps. Without a defined process, compliance checks get skipped. Data privacy review happens sometimes. Security assessment happens for some vendors.

Onboarding difficulty. New legal team members take months to learn "how we do things here." The process exists only in people's heads.

A flowchart makes the invisible visible. It defines the expected path, decision points, and handoffs—creating a shared reference for the entire organization.

Core elements of a contract review flowchart

Contract intake

Every review starts with submission. Define:

Who can submit contracts?

• Any employee
• Department heads only
• Procurement team
• Sales team for customer agreements

What information is required?

• Contract type
• Counterparty name
• Estimated value
• Requested deadline
• Business justification
• Relevant attachments

Where do submissions go?

• Shared inbox
• Legal operations platform (Ironclad, Agiloft, etc.)
• Ticketing system
• Email with template

The flowchart should show how contracts enter the system and what triggers the review process.

Triage and assignment

Not all contracts need the same level of review:

Standard agreements:

• Use approved templates
• Low value threshold
• Familiar counterparties
• Minimal customization

Expedited review: Pre-approved terms, quick turnaround

Full review:

• Non-standard terms
• High value
• New counterparty type
• Significant risk exposure

Escalation required:

• M&A related
• IP licensing
• Major liability provisions
• Executive signature required

The flowchart should show how contracts are categorized and routed to appropriate reviewers.

Review stages

Typical review workflow:

Initial review:

• Identify contract type
• Check for template compliance
• Flag non-standard provisions
• Note major concerns

Substantive review:

• Analyze risk provisions (indemnification, limitation of liability)
• Review IP terms
• Check compliance requirements (data privacy, security)
• Identify negotiation points

Stakeholder input:

• Finance review for payment terms
• Security review for data handling
• HR review for contractor agreements
• Business owner approval

Negotiation:

• Redline preparation
• Counterparty discussions
• Term modifications
• Re-review after changes

Final approval:

• Attorney sign-off
• Business approval
• Signature authorization
• Execution

Decision points

The flowchart should explicitly show branching logic:

Contract received → Standard template?
├─ Yes → Expedited review path
└─ No → Full review required

Initial review complete → Material issues found?
├─ Yes → Flag for negotiation
└─ No → Proceed to stakeholder review

Stakeholder review → All approvals received?
├─ Yes → Final legal sign-off
└─ No → Follow up on pending approvals

Compliance checkpoints

Build mandatory checks into the flow:

Data privacy review:

• Does contract involve personal data?
• Are data processing terms adequate?
• Is DPA required?

Security review:

• Does vendor access company systems?
• Are security requirements specified?
• Is security questionnaire complete?

Export control:

• Does contract involve cross-border data or technology?
• Are export restrictions addressed?

Sanctions check:

• Is counterparty on restricted lists?
• Are geographic restrictions required?

Each checkpoint becomes a decision diamond in the flowchart.

Building your contract review flowchart

Step 1: Document current state

Before designing the ideal process, understand reality:

• How do contracts actually get submitted today?
• What's the typical review path?
• Where do delays occur?
• What steps get skipped under time pressure?
• Who makes final approval decisions?

Interview legal team members and business stakeholders. Review recent contracts to see actual patterns.

Step 2: Define contract categories

Not every contract needs the same process. Create categories:

Category	Examples	Review Level
Standard	NDAs, standard vendor agreements	Expedited
Moderate	Custom vendor terms, service agreements	Full review
High-risk	Large vendors, data processing, IP	Full + specialist
Strategic	M&A, partnerships, major deals	Executive involvement

Map each category to a review path.

Step 3: Identify required approvals

For each contract type, who must approve?

Standard NDA:

• Legal team member (any level)

Vendor agreement under $50K:

• Legal team member
• Department budget owner

Vendor agreement over $50K:

• Senior attorney
• Department head
• Procurement
• Finance

Strategic agreement:

• General Counsel
• CFO
• CEO (if above threshold)

Build approval chains into the flowchart.

Step 4: Define SLAs

Set time expectations for each stage:

Stage	Standard	Expedited
Intake processing	1 business day	4 hours
Initial review	3 business days	1 business day
Full review	5 business days	2 business days
Stakeholder input	3 business days	1 business day
Final approval	2 business days	Same day

SLAs create accountability and help identify bottlenecks.

Step 5: Map exception paths

Not everything follows the happy path:

Contract rejected:

• Document rejection reason
• Notify requestor
• Archive for reference

Negotiation stalled:

• Escalation to senior attorney
• Business decision point (accept risk vs. walk away)
• Alternative vendor consideration

Urgent request:

• Emergency escalation path
• Expedited review criteria
• After-the-fact documentation

Counterparty won't negotiate:

• Risk acceptance process
• Business owner sign-off on non-standard terms
• Documentation of exceptions

Common contract review patterns

Centralized legal review

Request → Legal intake → Assignment → Review → Approval → Execution

Single legal team handles all stages. Works for smaller organizations or highly regulated industries.

Hub and spoke

Request → Business unit pre-review → Legal review → Business approval → Execution

Business units do initial screening. Legal focuses on complex issues. Works for organizations with legally sophisticated business teams.

Tiered review

Request → Triage → Tier assignment
├─ Tier 1 (simple) → Paralegal review → Attorney sign-off
├─ Tier 2 (standard) → Attorney review → Senior review
└─ Tier 3 (complex) → Senior attorney → Specialist input → GC approval

Resources match complexity. Efficient use of senior attorney time.

Self-service with guardrails

Request → Automated template check
├─ Template match → Auto-approve with notification
└─ Non-standard → Legal review queue

Standard contracts bypass legal entirely. Legal focuses on exceptions. Requires robust templates and training.

Integrating with contract management systems

Modern legal teams use CLM (Contract Lifecycle Management) platforms. Your flowchart should align:

Intake automation:

• Form submissions create workflow items
• Required fields prevent incomplete submissions
• Auto-routing based on contract type

Status tracking:

• Each flowchart stage maps to system status
• Stakeholders see where contracts stand
• Automated reminders for pending actions

Approval workflows:

• Electronic signatures integrated
• Approval chains match flowchart
• Audit trail for compliance

Reporting:

• Time in each stage tracked
• Bottleneck identification
• SLA compliance metrics

Measuring contract review performance

A flowchart is also a measurement framework:

Cycle time metrics

• Total cycle time: Request to executed contract
• Stage duration: Time spent in each review phase
• Wait time: Time between stages (often the real bottleneck)

Volume metrics

• Contracts processed: By type, by period
• Reviewer workload: Contracts per attorney
• Self-service rate: Standard vs. reviewed contracts

Quality metrics

• Rework rate: Contracts returning for re-review
• Exception rate: Non-standard terms approved
• Compliance rate: Required reviews completed

Track these against flowchart stages to identify improvement opportunities.

Common problems and solutions

Problem: Contracts sit in queue

Cause: Unclear prioritization, no SLAs Solution: Add triage step with priority assignment, implement SLA tracking

Problem: Business teams bypass legal

Cause: Review takes too long, process unclear Solution: Expedited path for low-risk contracts, self-service for templates

Problem: Stakeholder approvals stall

Cause: No accountability, buried in email Solution: Parallel approval requests, automated reminders, escalation path

Problem: Same issues negotiated repeatedly

Cause: No standard positions documented Solution: Playbook integration, pre-approved fallback positions

Problem: Risk decisions inconsistent

Cause: No defined thresholds, varies by reviewer Solution: Risk matrix in flowchart, escalation criteria, approval authority matrix

Creating your contract review flowchart

Legal processes often exist in policy documents, playbooks, and team knowledge. An AI flowchart generator like Flowova can help translate these into visual workflows:

1. Gather existing materials: Review policies, approval matrices, CLM configurations, and interview notes.

2. Describe the process: Write out the contract review flow in plain language, including decision points and approval requirements.

3. Generate and refine: Use AI to create the initial flowchart. Add specific decision criteria, compliance checkpoints, and exception paths.

4. Validate with team: Review with legal team members and key business stakeholders. Adjust based on feedback.

5. Integrate with systems: Align flowchart stages with CLM status values. Use for training and reference.

The goal is a flowchart that answers "where is my contract?" and "what happens next?" for anyone in the organization.

Related resources

• Browse legal templates – Contract and compliance workflow templates
• Change Management Flowchart – Process for organizational changes
• Vendor Onboarding Flowchart – Supplier qualification process
• Customer Support Escalation – Handling escalations systematically