Contract review checklist Vietnam: the clauses that matter.
IVLF’s free contract review checklist Vietnam builder turns the contract type and your side into a prioritised list of clauses to check before you sign. Choose your answers, tick clauses off and copy the list for your team or counsel.

Build your clause checklist
Choose the contract type and your side, then the clause areas to cover.
What a contract review checklist Vietnam deals need covers
Parties and authority
Names, signatories and approvals.
Scope and performance
Deliverables, acceptance and delivery.
Price and payment
Currency, timing, interest and taxes.
Liability and indemnity
Caps, carve-outs and force majeure.
Term and termination
Notice, cause and exit consequences.
IP and data
Ownership, confidentiality and personal data.
Governing law and disputes
Law, forum or arbitration and language.
Compliance
Anti-corruption, licences and registrations.
Read the full explanation
A contract review checklist Vietnam businesses can use turns a long document into a short list of the clauses that drive risk. Reviewing every word is rarely practical, so a checklist helps you focus on the clauses that decide who pays, who is liable, how the contract ends and where disputes are resolved.
The builder starts from the contract type and your side. A buyer cares about performance, defects and remedies; a supplier cares about payment security and liability limits. A loan puts interest, events of default and security first, while a lease focuses on rent, handover and termination. Bilingual contracts add another check: which language version prevails and whether both versions say the same thing.
Use the list as a first pass before a professional reviews the contract in detail. Read our corporate and commercial practice and check legal texts in the national legal documents database. For deal documents, see our due diligence checklist builder.
How to use the contract review checklist
Choose contract type and side
The two answers set the priority clauses.
Review the priority areas
Clauses that matter most for your position come first.
Send to IVLF
Copy the list and ask IVLF to review the contract.
Contract review checklist Vietnam: frequently asked questions
Which language should a contract in Vietnam be in?
Parties can often choose, but a bilingual contract should say which version prevails and both versions should match. Confirm the position for your contract type.
Can the checklist replace a legal review?
No. It is a first-pass list. A qualified professional should review the actual wording and the applicable rules.
What are the riskiest clauses?
Usually liability and indemnity, termination, payment security and dispute resolution, which is why they rank high in most checklists.
Have IVLF review your contract
Our team reviews contracts in English and Vietnamese with AI-assisted research and professional review. See how we work, explore our corporate and commercial practice or send your request here.
