00:10
Adam Stofsky
What does it mean to redline a contract? Or what is a red line?
00:14
David Tollen
Red line, or sometimes people say black line is a revised version of the contract where the party that revised it has marked the revisions so that the other party, presumably it's the other party can see what they are. So you send me your contract draft, I cross out things I don't accept, and I add in stuff that I want and underline it. That's a very typical way of indicating in a red line format what I accept and what I don't, and I send it back to you. So nowadays, almost no one's doing that manually. You're doing it with word processing programs. And the word processing program can usually automatically compare old version against new version and automatically do that cross out stuff that the new version no longer has and underline stuff that it does. And often all those changes are rendered on the screen in a color as opposed to just black and white.
01:14
David Tollen
And that document with those markings on the new terms is called a red line.
01:20
Adam Stofsky
So it's just a fancy legalistic word for a marked up contract or a track changes version of a contract.
01:28
David Tollen
Yeah, track changes is a system Microsoft Word uses to help you do this. It's not even really a legal term, red line. It's just a handy description of what you're doing. And if you do a lot of contract negotiations, you'll hear this term all the time, just send us a red line. A lot of people sometimes it's, we don't want to talk to you, just send us a red line showing what you want to change. That's a common use of the concept.
01:54
Adam Stofsky
Is it called a red line because people used to use a red know, like your kind of teachers with yeah, red's kind of funny.
02:00
David Tollen
Yeah, that's probably the origin. People call it black line, too, and it's probably because someone was using a black pen. Now, Microsoft Word Google Docs other word processing system will give you all kinds of fun colors and it's a very nice, easy way to see what the other party has changed without having to reread the whole contract. The software zooms you in on where stuff has changed.