Compare two versions of a contract

Why compare instead of trusting the tracked changes

When a contract comes back with tracked changes, it is tempting to review only the coloured text. But tracked changes show only what the other side chose to track. Edits made with tracking off, changes accepted before sending, and text pasted in from another draft don’t appear. The reliable check is to compare their clean document with the exact version you sent. Anything different shows up, whether or not it was tracked.

Step by step

1. Find the version you sent. Not your latest internal draft, the file that actually went out. If you sent a PDF, use the PDF.
2. Take their version as received. A .docx (with or without tracked changes) or a PDF. A file with tracked changes is compared as if they were all accepted, which is what you want: the text they are proposing.
3. Compare. Drop yours on Original and theirs on Revised above.
4. Work through the change list in order, using the checklist below.
5. Export the redline for your file or your client, and the Word version with tracked changes if you are going to respond in the document.

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The checklist

Numbers, money and dates

Fees, caps, interest rates, notice periods, payment terms and deadlines. A change from 30 to 60 days or from £1,200 to £1,450 is a single small mark in a long document, which is exactly why it’s easy to miss reading by eye. RedlineKit compares numbers as whole tokens (“1,200.50” is one word), so a changed figure appears as one clean replacement.

Defined terms

A definition that gains or loses a few words changes the meaning of every clause that uses it. Look closely at changes in the definitions clause, and at capitalised terms that were added or removed elsewhere.

Obligations and qualifiers

Small words do heavy lifting in contracts: “shall” becoming “may”, “reasonable” or “best” endeavours, “including” becoming “limited to”, an added “not”. Word-level comparison marks these individually rather than flagging the whole sentence.

Moved clauses

A clause moved from one section to another can change how it applies. RedlineKit shows moved paragraphs and passages in green and links each “moved from” change to its “moved to” partner in the change list, so you can check the clause still says the same thing in its new place.

Deletions

Deleted text is the easiest change to overlook because there is nothing new to read. Tick Changes only to fold away unchanged paragraphs and look at each red strike-through on its own.

Parties, addresses and schedules

Company names, registered numbers and addresses, often in a table at the start. Table cells are compared one by one, so a changed address shows as a change in that cell.

What this doesn’t check

A comparison tells you what changed in the words. It doesn’t tell you whether a change is acceptable, and it doesn’t compare formatting, headers and footers, footnotes, comments or text boxes. Treat it as the first pass that makes sure you see every edit, not as legal review.

Confidentiality

Contracts are confidential, and many firms don’t allow staff to upload them to online tools. RedlineKit opens and compares both files inside your browser; they are never sent to a server. When you export, the page sends only your credit key and a fingerprint of the pair (a hash that can’t be turned back into text) so the same pair is never charged twice.

Related: How to redline a document · Compare two Word documents · Compare a Word document with a PDF