Contract Review and Certification Methodology

TermScout ensures data integrity and objectivity. We provide ratings, reviews, and clarity on contract elements to reduce risk and drive revenue. Legal advice is recommended alongside our services.

Contract Review Methodology

TermScout was built on one core belief: data integrity and objectivity are everything in this business. 

Our contract experts answer detailed and objective questions about what a contract does and does not say — it’s our superpower. We take incredible pride in ensuring that data is accurate because we know just how important accuracy is throughout the process.

For every contract we review, we answer pre-determined questions. An objective and consistent rating algorithm is used to determine the approximate proportions of the contract that favor each party.

Our ratings and reviews are completed with a combination of AI and experienced contract professionals using a proprietary methodology, technology, and templates. Reviews are done with the exact same variables used in every contract type, enabling us to create category data sets and comparisons with integrity.

Ratings are assigned objectively based on a predetermined list of attributes. The scoring algorithm is determined by a panel of expert attorneys experienced in the relevant fields and generally aligns with the WorldCC Contracting Principles — an independent third-party set of principles for creating balanced commercial contracts. Other factors, such as market prevalence and additional market indicators, can be interpreted loosely to mean the following:

Customer Favorable: TermScout has deemed that the contract is more than 60% beneficial to the customer.

Balanced: TermScout has deemed that the contract is no less than 40% beneficial to either party.

Vendor Favorable: TermScout has deemed that the contract is more than 60% beneficial to the vendor.

Because contracts frequently contain vague, ambiguous, or otherwise unclear statements, we assign clarity levels to every finding. These can be used to help users understand TermScout’s general level of certainty on findings.

Get More Deals Done on Your Paper

Everyone prefers to work off their own paper, but a number of factors go into determining whose paper is best for a given transaction. TermScout’s Benchmark and Certify products offer a proven path to doing more deals on your paper with fewer redlines. Your team and their counterparties will thank you for it.

Reduce Contract Risk

Benchmark and Certify get more deals done on your paper, which is the best way to reduce contract risk. When you have to work on third-party paper, Playbooks and Term Sheets filter out the riskiest contracts and makes sure they get the attention they need. 

Drive More Revenue

TermScout helps sales teams close deals 3x faster by dramatically reducing friction in contract negotiations. Templates that are certified by TermScout are less likely to be heavily negotiated because we help your counterparties understand the benefits of signing on your terms. When dealing with third-party paper, Playbooks and Term Sheets help minimize escalations to legal by separating issues that fail and pass your legal department's pre-approved acceptance criteria.

The contract benchmarking process.

Benchmarking is intended to compare your terms or terms that you are reviewing against similar contracts in the market. You can choose the contracts to benchmark against, or we can select them for you. See the Contract Review Methodology for a detailed explanation of how the contracts used in the benchmarking are reviewed.

Certify™ Process

In order to be certified by TermScout, a number of defined requirements must be met, including a Balanced or better rating and no Deal-Breaker* terms, as defined by TermScout. Certification is intended to provide you with an independent review and rating of your contract that you can include on your website to expedite the sales and negotiation process. See the Contract Review Methodology for a detailed explanation of how the contracts used in the benchmarking are reviewed.

*Deal breakers vary by contract type.


Our reviews, ratings, and other components provide a way of getting a general feel for what is in a company’s contract, but we are not perfect. You may disagree with our weights, ratings, rating element assignments, or other methodologies. Something may be good or bad for an average customer but not for you. Ultimately, we designed this tool for the average customer, not to address customer-specific problems. Our system is meant to be used in tandem with your attorney, not instead of your attorney. We are not a law firm and are not a replacement for hiring an attorney.

Quality Control

We take quality extremely seriously. In the unlikely event that you find an error in any of our ratings or reviews, please let us know by clicking the “Report Issue” in the relevant portion of the web application or emailing

Scope of the Reviews & Ratings

To compile this review and rating, our team carefully reviewed the primary document, as well as the secondary documents that are incorporated by reference in the primary document.