If you’ve ever waited days or weeks for someone to sign off on a contract, you’re not alone.
Most organizations treat contract approvals like a black box: someone somewhere is “looking at it,” but nobody knows who or when it’ll come back.
With a million approval steps, deals stall, vendors get frustrated, and internal teams are left in limbo. A broken contract approval process doesn’t just slow things down—it introduces risk, miscommunication, and sometimes costly mistakes.
This guide is for anyone who touches contracts: legal teams, sales reps, procurement managers, finance folks, and ops leads.
If you’ve ever said “Who’s supposed to approve this?” or “Why is this still sitting in someone’s inbox?”, keep reading.
We’ll walk through what the contract approval process should look like, where it usually fails, and how to make it faster, clearer, and way less painful.
What "contract approval" actually means?
To define the contract approval process, let’s look at what LawInsider says. It basically provides several contract approval definitions, and they all boil down to one meaning:
“Contract Approval means the procedures that must follow to obtain final approval of a contract.” Source
Whether manual contract approval process or automated, it’s basically the steps that need to be taken to put a seal on a business document. More often than not, the steps that need to be taken happen across several departments.
But at its core, contract approval is about one thing: deciding whether your organization thinks the contract meets their expectations and agrees to the written out commitment. That’s it.
Everything else—review rounds, comments, redlines, escalations—is just a way to reach that decision.
The problem is that “approval” means different things to different people. Legal review and approval might be scanning for risky clauses. Finance is checking cost and payment terms. Procurement wants to make sure vendors aren’t sneaking in junk fees. Sales just wants the thing signed so the deal can move forward.
Without a shared understanding of what approval means, people either overdo it (approving things they shouldn’t be touching) or assume someone else is handling it.
The other issue lies within complicated and unstructured workflows. That’s when chaos, delays, and otherwise unexpected bumps in the road come into play.
So, how do you structure and fix it all? We’ll tell you all about it. But first, let’s get through the different roles involved in the contract approval process.
Key roles and responsibilities within contract approval
An efficient contract approval process depends on knowing who’s responsible for what, especially within contract review. When each role in the approval process is vague, contracts get stuck or bounce between teams, ping-pong-like.
Here’s a breakdown of who contract approval process involves and what they should actually be doing:
- Legal: reviews terms for risk, compliance, liability, and regulatory issues. They should focus on what matters, not rewriting every clause just because they can.
- Finance: checks for pricing accuracy, budget alignment, and payment terms. If the contract creates a recurring expense, finance needs to confirm it fits within forecasts.
- Procurement: ensures vendor selection and onboarding processes were followed. They look for non-standard terms, renewal traps, and compliance with sourcing policies.
- Sales: owns the deal or relationship and confirms that the contract reflects what was agreed with the other party.
- Executive or department head (if needed): signs off on contracts that exceed dollar thresholds, carry unusual risk, or have major strategic impact.
Clear responsibilities prevent over-approvals (five people reviewing something only one person needed to) and under-approvals (nobody noticing a red flag until after signing).
So, to approve and manage contracts efficiently, define everyone involved in the contract. State exactly who approves what and at which stage and, better yet, document it.
Typical contract approval workflow (and where it breaks)
In theory, a contract moves from draft to approval like this:
- business owner, procurement team member, or account executive responsible for the deal creates the first draft of the contract
- then, legal reviews and redlines what’s risky
- finance and other stakeholders weigh in
- everyone signs off
- the contract is signed and stored
Simple enough. In practice, things rarely follow this clean path. Here’s what likely actually happens:
- the contract gets emailed around with vague instructions like “any thoughts?”
- different versions pile up with conflicting edits, everyone adds their own three cents in a different doc
- someone forgets to loop in finance until the last minute
- legal flags a clause but nobody follows up
- someone leaves for vacation and approval stalls for a week
- the business owner gets impatient and pushes to sign “as is”, to finally “get it live”
- the signed contract ends up buried in someone’s inbox or on a shared drive never to be seen again
Most delays come from two things: lack of ownership and lack of visibility. When nobody knows who’s holding the ball (what we discussed in the previous paragraph)—or where the contract even is in the process (what we’ll discuss in the next paragraph)—things slow down.
Multiply that across dozens or hundreds of contracts, and it becomes a systemic problem.
The goal isn’t to make the process more rigid. It’s to make it more predictable. A good workflow doesn’t eliminate review, it makes it easier to manage. So let’s get to actually fixing the steps to approving contracts.
How to make the contract approval process smooth? Fixing the workflow
If your contract approval process feels like a mess, it probably is, but it’s fixable.
The goal isn’t to make it perfect. The goal is to make it work. Here’s how to get there.
1. Define ownership and approval thresholds
First, decide who approves what, and at what level.
Under $10K? Maybe sales can sign off. Over $50K? Legal and finance need to review. Unusual contract terms? Bring in the execs.
Repeating contracts that just need personal info swapped? Not everyone has to review, let the deal owner handle it. Contract with completely new terms and conditions? Bring in legal, and double check.
2. Create a contract playbook or clause library
Legal should stop reviewing the same boilerplate 500 times.
A playbook gives non-legal people guidance on what’s acceptable and when to escalate. It also reduces pointless back-and-forth on common clauses.
Similarly to when you create a good contract management strategy, legal-approved templates alone remove many challenges from the whole process, not only within the approval stage.
3. Centralize communication and versions
Stop sending contracts through email chains.
Use a shared workspace, contract management tool, an electronic signature software, or even a locked folder. In a good contract approval process, everyone should be working off the same document, with tracked changes and clear next steps.
Like with Autenti, an electronic signature platform, you’ll be signing all your contracts online, having a clear audit trail of each signature and you’ll definitely be working on one version of the contract. Why? Because Autenti will send the document to the right person for sign-off or review each time, for you.
4. Enforce deadlines and track status
If nobody’s tracking where a contract is or how long it’s been stuck, don’t be surprised when it disappears into the void.
So, assign due dates, follow up automatically, and surface roadblocks early.
With Autenti, you can automate another step of contract approval, aka, get automated reminder notifications of when a contract needs to be signed (and reviewed before doing so).
5. Automate where it makes sense
Automate your contract workflow for low-risk contracts. Route documents based on rules. Trigger reminders. Use contract templates. Automated approval workflow doesn’t just save time—it reduces human error.
Fixing your process doesn’t mean adding more red tape. It means making it easier for the right people to say “yes” (or “no”) with confidence.
Tools that actually help automate contract approval
There’s no shortage of contract tools out there to help you streamline the contract approval process.
Some are genuinely useful. Others just make a clunky process more digital—and no less painful. The right tools should reduce friction, not add another layer of complexity.
Here are tools you should consider adding to your workflows to smooth things out.
Contract lifecycle management software systems
CLMs centralize storage, automate workflows, and track contract approval status. But most CLMs fail because teams over-engineer them or nobody uses them properly.
If you need a full-time admin to make it work, you’ve already lost. If you want to use one, start simple: focus on routing, templates, and visibility. Then, expand only when it’s actually working.
Redlining and collaboration tools
Tracking changes in Word is fine until five people are emailing five versions of the same contract.
Tools like Microsoft Word online, Google Docs (for internal drafts), or contract-specific tools, like a contract management software, help keep edits centralized and visible. Just make sure version control is locked down. One source of truth—always.
E-signature platforms
Autenti and similar tools make signatures fast and audit-friendly. You may think it’s only good for the final stage of the contract approval process, aka, actually signing, but that’s not entirely true.
It can accelerate contract approval as a whole.
First things first. Autenti allows you to assign roles like approver, reviewer, or view-only, mimicking how documents traditionally circulate in organizations. This means you’re not just digitizing the signature; you’re recreating the entire approval chain in a structured, trackable way.
- Approver: confirms the contract is good to move forward. If they reject the contract, the signing process stops. If they approve the contract, it moves forward.
- Reviewer: can provide feedback or flag concerns, but their input doesn’t block the process.
- View only: gives stakeholders visibility without involving them in the decision-making loop.
Send the contract to the right team member at the right time, automatically. This eliminates the need for side emails, phone calls, or hallway approvals—everything happens in one place, with a clear audit trail.
Second, the notifications about pending documents we’ve already mentioned help ensure nothing gets swiped under the rug.
Third, once the approval is complete, finalizing the whole process will be even easier. With e-signatures, you simply click a link sent to your email inbox and you’re done. The document is signed, safely and securely.
How to handle exceptions without burning everything down?
No matter how effective contract approval is in your organization or which tools you decide to use, exceptions will happen.
Urgent deals, one-off terms, or high-stakes negotiations don’t always fit the standard flow. That’s fine, as long as you know how to handle them without throwing the whole system into chaos.
Don’t pretend exceptions are normal
An exception is exactly that: something outside the norm. If you’re fast-tracking every other contract “just this once,” your process is broken. Track how often exceptions happen. If the volume is high, fix the root cause instead of bypassing the process every time.
Build a fast-track path, for real reasons
Some deals genuinely need to move fast. Have a defined fast-track protocol: who can trigger it, what criteria qualify, and which steps (if any) can be skipped.
You’re not skipping due diligence—you’re making a conscious tradeoff with visibility.
Document the risk
If you’re approving a contract without full review, write down the known risks and who signed off on them.
It’s not about blame, it’s about accountability. Later, when someone asks “How did this get through?”, you’ll have the answer.
Don’t let “we need this signed now” become a habit
Sales pressure, vendor timelines, or leadership urgency shouldn’t bypass basic controls. If someone’s pushing for a signature without review, they need to be the one assuming the risk or escalating to someone who can.
Exceptions are part of business. But handling them well means knowing when you’re making an exception, and why.
Contract approval exceptions do’s and don’ts overview
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✅ Do’s
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❌ Don’ts
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Define a clear fast-track process for urgent, high-priority deals
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Treat every “urgent” contract like an exception, if everything’s urgent, nothing is
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Set criteria for what qualifies as an exception (e.g., deal size, timing, strategic impact)
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Skip due diligence entirely just to move faster
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Track how often exceptions happen and why
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Ignore recurring exceptions. They’re usually signs your standard process needs fixing
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Document who approved the exception and any known risks
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Let exceptions slide through without a paper trail or accountability
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Make approvers responsible for fast-tracked decisions (with visibility)
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Let people push for rushed signing without taking ownership of the risk
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Treat exceptions as deliberate decisions with tradeoffs, not shortcuts
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Assume exceptions are normal or let them become routine
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How to track and improve the contract approval process with KPIs?
Finally, once you implement all the changes to fix your contract approval process, you should also find ways to properly measure the end result.
Because you can’t improve your contract approval process unless you measure.
Tracking key performance indicators (KPIs) for your contract approval process is essential to identify any remaining roadblocks, improve speed, and reduce errors over time.
So, even if you’re all about automated contract approval, be sure to track:
- Average approval time: how long does it take, on average, for a contract to move from draft to final approval? Tracking this helps spot delays and set realistic goals for improvements.
- Number of review cycles: count how many times a contract goes back and forth between reviewers. Too many cycles usually mean unclear standards or poor communication.
- Approval rate by stage: measure how many contracts get approved or rejected at each review stage. A sudden drop at legal or finance might indicate a misalignment or training needed.
- Exception frequency: how often do contracts bypass the standard approval process? High numbers here signal the process isn’t working as intended.
- Contract value versus approval time: are high-value contracts taking longer? If not, that might mean risk isn’t being properly assessed.
- Stakeholder satisfaction: collect feedback from the people involved—sales, legal, finance—to understand pain points and improve collaboration.
Regularly reviewing these KPIs keeps your process from becoming a black hole. Use the data to tweak workflows, update training, or adjust approval thresholds.
Approve contracts automatically, with Autenti
No more guessing who’s supposed to sign what, or chasing approvals in endless email threads.
Autenti helps you keep things moving by automating notifications, offering a transparent audit trail for each document, and making sure the right people review and sign the contract—every time.
TZMO, sped up their contract management up to 90% with Autenti. And you can too. Try Autenti for free, 14 days straight. Get control of your contract approval and beyond.
