Key Takeaways

  • A contract drafting sample serves as a template to create clear, enforceable agreements for various business situations.
  • Common contracts include sales, employment, leases, and general business agreements.
  • Effective drafting requires understanding the parties’ intentions, industry-specific language, and existing templates.
  • Contracts should include clear descriptions of the parties, consideration, performance terms, and conditions.
  • Drafting principles emphasize clarity, consistency, and precision in wording and structure.
  • Collaboration, negotiation, and review are essential steps before finalizing a contract.
  • Contracts governed by the UCC may require special filings or formats.

A contract drafting sample is a template for preparing a contract. It can be used by business owners, paralegals, and attorneys when creating an agreement for any entity or relationship.

Common Business Contracts

Sales-Related Contracts

These are contracts where a party buys items from another party. They include the following:

  • Purchase Orders.
  • Bills of Sale.
  • Agreements for the Sale of Goods.
  • Limited Warranties.
  • Warranties.
  • Security Agreements.

Employment-Related Contracts

These are contracts signed between an employer and employee to set work conditions as well as employer and employee expectations. Examples of employment-related agreements are:

  • Employment Agreements.
  • Employee Non-Compete Agreements.
  • Independent Contractor Agreements.
  • Consulting Agreements Distributor Agreements.
  • Sales Representative Agreements.
  • Confidentiality Agreements.
  • Reciprocal Nondisclosure Agreements.
  • Employment Separation Agreements.

Leases

Leases are contracts signed between two parties over the use of one party's property by another party. It is mostly used in the real estate market, but parties can also lease equipment. Common examples include Real Estate Property Leases and Equipment Leases.

General Business Contracts

These are contracts signed for a variety of business dealings to guide the conduct of the contracting parties. Common contracts signed by businesses include:

  • Assignment of Contracts.
  • Advertising Agency Agreements.
  • Indemnity Agreements.
  • Franchise Agreements.
  • Covenants Not to Sue.
  • Settlement Agreements.
  • Releases.
  • Agreements to Sell a Business.
  • Stock Purchase Agreements.
  • Partnership Agreements.
  • Joint Venture Agreements.
  • Drafting Contracts.

Steps in Drafting a Contract

Using a contract drafting sample is most effective when you follow a structured drafting process:

  1. Identify the Purpose – Define the scope of the agreement and what both parties expect to achieve.
  2. Outline Essential Terms – Determine obligations, deliverables, deadlines, payment terms, and remedies.
  3. Research Legal Requirements – Review applicable laws and regulations, such as state statutes or industry-specific codes.
  4. Use Precise Language – Avoid vague terms. Ambiguity can lead to disputes.
  5. Incorporate Standard Clauses – Include dispute resolution, governing law, termination, and confidentiality provisions.
  6. Review and Revise – Share drafts with stakeholders for feedback and legal review.

This process ensures the contract is not only legally sound but also practical for business needs.

What Are the Key Elements to Keep in Mind Before Drafting a Contract?

When attempting to draft a contract, it's important to consider three vital elements:

  • Have a clear understanding of the client's intentions.
  • Draw up a checklist of clauses of conditions that should be in the document.
  • Use existing documents relevant to the subject matter to draft the contract.
  • Before drafting the contract, ensure that you fully understand the type of relationship the agreement wishes to create between the parties as well as the jargon used in that particular industry.
  • Each industry uses specific language and legal obligations. Always reference texts and works related to that subject area to understand the legal requirements used in that field.
  • You also need to ask the client and attorney whether there are existing contracts which they would like to use as a template for the new agreement.

Drafting Conventions and Best Practices

A contract drafting sample should also follow recognized drafting conventions:

  • Consistency – Use the same terminology throughout. If you define “Services,” avoid switching to “Work” later in the document.
  • Plain Language – Write in clear terms to ensure both legal professionals and business people understand.
  • Logical Structure – Organize sections logically, grouping similar provisions together.
  • Defined Terms – Clearly define recurring terms at the beginning to avoid interpretation issues.
  • Formatting Standards – Use numbering, headings, and consistent layout to make the contract easy to navigate.

Adhering to these conventions creates professional contracts that are easier to interpret and enforce.

Description of the Parties

Description of Parties

Typically, this represents the first clause of every contract.

Description

Description is a term that refers to each party's legal name and alias, their type of business, and the method of referring to each of the parties in subsequent sections of the contract.

What Is a Sample of Description of Parties Clause?

Here is a sample clause: This agreement made this 25th day of May 2014, between Chilly LLC, a Wyoming LLC (hereinafter referred to as "LLC") and Ben Darby, an individual resident in the state of Arizona (hereinafter referred to as "Individual").

Collaborative Drafting and Negotiation

Modern contract drafting often involves collaboration among multiple stakeholders. For example, legal teams, business managers, and outside counsel may all contribute to the drafting process. Using a contract drafting sample as a baseline allows for:

  • Efficient Collaboration – Stakeholders can focus on tailoring clauses rather than starting from scratch.
  • Negotiation Flexibility – Drafts can be revised during negotiations without losing structure.
  • Reduced Risk of Oversight – Templates help ensure critical clauses like indemnification or warranties are not forgotten.

Collaboration also ensures the agreement reflects both legal enforceability and the practical realities of the business relationship.

Description of the Consideration

Mutuality of Consideration

Mutuality of consideration or mutuality of obligation is the exchange of value over which the agreement was created. It's the most important concept in contract law.

How Must the Consideration Being Given by Each Side Be Described?

The consideration each party gives has to be described in specific terms with regards to the price, quality, quantity, and time of performance.

Additionally, any conditions which the parties intend to stipulate on their obligations must be stated clearly and specifically.

What Information Must Consideration Clauses Contain?

Consideration clauses need to have the following components:

  • A full description of the considerations prepared specifically for the contract's fundamental issues.
  • For money matters, state the exact contract value in dollars.
  • For real estate, use the legal description as written on the deed.
  • For services, describe the type of services to be offered.
  • For personality, provide a detailed description of the items.
  • Use plain language
  • Describe each party's mutuality of consideration.
  • State the conditions of the performance, e.g., contingency, payment, and others.
  • State any condition applicable to the performance like penalties for late payment.

Common Clauses in a Contract Drafting Sample

While every agreement differs, most contract drafting samples include standard clauses beyond consideration. These may include:

  • Confidentiality/Nondisclosure – Protects sensitive business information.
  • Dispute Resolution – Specifies whether disputes will be resolved through mediation, arbitration, or litigation.
  • Termination – Outlines conditions under which the contract may end early.
  • Force Majeure – Excuses performance when events beyond the parties’ control occur.
  • Governing Law and Venue – Identifies which jurisdiction’s laws apply.
  • Entire Agreement – States the written contract represents the full agreement between the parties.

Including these clauses ensures completeness and reduces the chance of disputes later.

What Must You Do If the Contract You Are Drafting Is Covered by The Uniform Commercial Code (UCC)?

If you are drafting a contract covered by the Uniform Commercial Code (UCC), find out if the agreement requires a filing, or whether the agreement needs a specific form.

Frequently Asked Questions

  1. What is the purpose of a contract drafting sample?
    It provides a structured starting point for drafting agreements, ensuring essential clauses and formatting are included.
  2. How do I customize a contract drafting sample?
    Adapt it to your industry, transaction type, and jurisdiction. Always adjust language and clauses to fit your specific deal.
  3. What are the risks of relying solely on a template?
    Templates may not reflect all legal requirements or the nuances of your transaction. Legal review is essential to avoid enforceability issues.
  4. How does the UCC affect contract drafting?
    For contracts involving the sale of goods, the UCC may require specific filings, formats, or implied terms that must be addressed.
  5. Should contracts always include a dispute resolution clause?
    Yes. Including such a clause helps parties agree upfront on how to resolve conflicts, which saves time and costs later.

If you need more information about contract drafting sample, you can post your legal need on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.