Introduction to the role of a Lawyer before Signing a Contract

A while ago, I was with a client to review one of the contracts sent to him by the other party and the terms of the contract were rather absurd and unacceptable. I said to myself, “Thank God this man came to a lawyer” , if he had just signed the contracts, he would later need the services of a lawyer if things go south.

In today’s fast-paced commercial and personal transactions, contracts form the backbone of agreements. Whether it is a business deal, employment arrangement, tenancy agreement, or partnership, signing a contract creates legally binding obligations. However, many individuals and even businesses often overlook the importance of consulting a lawyer before appending their signature. This oversight can lead to serious legal and financial consequences. Engaging a lawyer before signing a contract is not merely a formality, it is a strategic safeguard.

1. PROPER UNDERSTANDING OF LEGAL TERMS

Contracts are often drafted in complex legal language filled with technical terms, clauses, and conditions that may not be easily understood by a layperson. A lawyer helps to interpret these terms in simple language, ensuring that the client fully understands:

              a. Their rights and obligations

              b. The extent of their liabilities

              c. The consequences of breach

Without this guidance, a party may unknowingly agree to unfavorable or burdensome terms.

2. IDENTIFICATION OF UNFAIR OR HIDDEN CLAUSES

Many contracts contain clauses that may be one-sided or deliberately hidden in fine print. These may include:

              a. Excessive penalty clauses

              b. Unfavorable termination conditions

              c. Automatic renewal provisions

              d. Limitation of liability clauses

A lawyer is trained to spot such provisions and advise whether they are reasonable or require modification. This helps to prevent exploitation and ensures fairness in the agreement.

3. ENSURING COMPLIANCE WITH THE LAW

For a contract to be valid and enforceable, it must comply with the essential elements of a valid contract such as offer, acceptance, consideration, intention to create legal relations, and legality of purpose.

A lawyer ensures that:

              a. The contract is legally valid

              b. It does not violate any statutory provisions

              c. It aligns with applicable laws and regulations in Nigeria

This reduces the risk of the contract being declared void or unenforceable.

4. NEGOTIATION OF BETTER TERMS

Lawyers do not only review contracts—they also play a critical role in negotiation. They can:

1. Suggest amendments to protect their client’s interests
2. Negotiate more favorable terms
3. Balance the rights and obligations of both parties

Having a lawyer involved places a party in a stronger bargaining position and often leads to a more equitable agreement.

5. RISK ASSESSMENT AND LEGAL ADVICE

Before signing any contract, it is important to understand the potential risks involved. A lawyer evaluates:

              a. Financial risks

              b. Legal exposure

              c. Long-term implications

They provide practical legal advice on whether to proceed, renegotiate, or decline the agreement altogether. This proactive approach helps clients avoid costly disputes in the future.

6. DRAFTING AND STRUCTURING THE AGREEMENT

In some cases, rather than merely reviewing a contract, a lawyer may draft or restructure it entirely. Proper drafting ensures:

1. Clarity and precision
2. Elimination of ambiguity
3. Inclusion of necessary clauses such as dispute resolution, indemnity, and confidentiality. A well-drafted contract reduces the likelihood of misunderstandings and litigation.

7. DISPUTE PREVENTION AND PROTECTION

Many legal disputes arise from poorly drafted or misunderstood contracts. By involving a lawyer at the pre-signing stage, parties can:

1. Anticipate potential areas of conflict
2. Include dispute resolution mechanisms (e.g., arbitration or mediation)
3. Protect their legal and financial interests

Prevention is always better—and cheaper—than litigation.

8. PROFESSIONAL DUE DILIGENCE

A lawyer may also conduct due diligence before the contract is signed. This includes:

1. Verifying the identity and capacity of the other party
2. Confirming ownership of property or assets involved
3. Ensuring there are no existing encumbrances or legal issues

FINAL THOUGHTS ON SIGNING A CONTRACT

The presence of a lawyer before signing a contract is not a luxury but a necessity. Contracts define rights, impose obligations, and can have long-lasting consequences. A lawyer ensures that these agreements are fair, lawful, and aligned with the client’s best interests. By providing clarity, identifying risks, negotiating better terms, and ensuring legal compliance, lawyers play an indispensable role in safeguarding individuals and businesses alike.

In essence, signing a contract without legal guidance is a risk—one that can be avoided by simply consulting a qualified legal professional.

Contributors

Ojienoh Segun Justice, ESQ

Lead Partner, EKO SOLICITORS AND ADVOCATES

Ogunleye Ayomide Faith

Graduate Trainee, EKO SOLICITORS AND ADVOCATES