Can this agreement be signed electronically?

Yes. Electronic signatures meet federal ESIGN standards (15 U.S.C. ch. 96) and state UETA rules where adopted, provided intent, consent, attribution, and record retention are satisfied.

Do you need a notary for assignment?

Generally no; most assignments do not require notarization. Notarization or recording may be advisable to evidence transfer or meet buyer policy in some states.

How should invoices be described?

List invoice number, date, amount, and obligor. Clear identification reduces disputes and supports buyer efforts to collect or perfect rights.

What if a debtor disputes an invoice?

Agreement should define dispute notice procedures, holdback handling, and buyer/seller responsibilities for resolution to limit unexpected chargebacks.

How long must records be kept?

Retain executed agreements at least three years from filing for tax purposes (IRC §6501(a)); healthcare-related records require six years (45 CFR §164.530(j)).

Who can sign for a corporate party?

Only authorized officers or those with delegated authority should sign. Confirm corporate approvals and include name and title in the signature block to avoid enforceability issues.

Electronic Signature
Templates
Other
Bill Purchase Agreement

Bill Purchase Agreement

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

Bill of Sale and Assignment Pursuant to Purchase Agreement

Pursuant to the Purchase Agreement, dated , between

, a corporation organized and existing under the laws of the state of , with its principal office located at

, referred to herein as Purchaser, and ,

a corporation organized and existing under the laws of the state of ,

with its principal office located at , referred to herein as Seller.

1. Consideration. For and in consideration of: (i) the payment delivered on to Seller; and (ii) the assumption of certain liabilities of Seller pursuant to the above-stated Agreement, and other good and valuable consideration, the receipt of which is acknowledged, does assign to Purchaser all of the assets described in Exhibit A used in the business of Seller at , said business having the trade name of .

2. Collection of Accounts.

A. Seller hereby (i) appoints Purchaser as its true and lawful attorney-in-fact of Seller, with full power of substitution, having full right and authority, in the name of Seller to collect or enforce for the account of Purchaser, liabilities and obligations of third parties with respect to the above-specified assets; (ii) to institute and prosecute all proceedings that Purchaser may deem proper in order to enforce any claim to the above-specified assets, (iii) to defend and compromise any and all actions, suits, or proceedings in respect of any of the above-specified assets, and (iii) to do all such acts in relation to such assets that Purchaser may deem advisable.

B. Seller agrees that the above-stated powers are coupled with an interest and shall be irrevocable by Seller.

3. Warranty of Title. Seller warrants to Purchaser that it has good title to the above-specified assets, and further warrants that it has full right and authority to assign them as specified in this instrument.

4. Assignment of Leases. Seller assigns to Purchaser all of its rights, duties, and obligations under the real and personal property leases described in Exhibit B attached hereto and made a part hereof.

5. Severability. The invalidity of any portion of this Agreement will not and shall not be deemed to affect the validity of any other provision. If any provision of this Agreement is held to be invalid, the parties agree that the remaining provisions shall be deemed to be in full force and effect as if they had been executed by both parties subsequent to the expungement of the invalid provision.

6. No Waiver. The failure of either party to this Agreement to insist upon the performance of any of the terms and conditions of this Agreement, or the waiver of any breach of any of the terms and conditions of this Agreement, shall not be construed as subsequently waiving any such terms and conditions, but the same shall continue and remain in full force and effect as if no such forbearance or waiver had occurred.

7. Governing Law. This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of .

8. Notices. Unless provided herein to the contrary, any notice provided for or concerning this Agreement shall be in writing and shall be deemed sufficiently given when sent by certified or registered mail if sent to the respective address of each party as set forth at the beginning of this Agreement.

9. Attorney’s Fees. In the event that any lawsuit is filed in relation to this Agreement, the unsuccessful party in the action shall pay to the successful party, in addition to all the sums that either party may be called on to pay, a reasonable sum for the successful party's attorney fees.

10. Mandatory Arbitration. Notwithstanding the foregoing, and anything herein to the contrary, any dispute under this Agreement shall be required to be resolved by binding arbitration of the parties hereto. If the parties cannot agree on an arbitrator, each party shall select one arbitrator and both arbitrators shall then select a third. The third arbitrator so selected shall arbitrate said dispute. The arbitration shall be governed by the rules of the American Arbitration Association then in force and effect.

11. Entire Agreement. This Agreement shall constitute the entire agreement between the parties and any prior understanding or representation of any kind preceding the date of this Agreement shall not be binding upon either party except to the extent incorporated in this Agreement.

12. Modification of Agreement. Any modification of this Agreement or additional obligation assumed by either party in connection with this Agreement shall be binding only if placed in writing and signed by each party or an authorized representative of each party.

13. Assignment of Rights. The rights of each party under this Agreement are personal to that party and may not be assigned or transferred to any other person, firm, corporation, or other entity without the prior, express, and written consent of the other party.

14. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one and the same instrument.

15. Compliance with Laws. In performing under this Agreement, all applicable governmental laws, regulations, orders, and other rules of duly-constituted authority will be followed and complied with in all respects by both parties.

WITNESS our signatures as of the day and date first above stated.

(Name of Purchaser)

By:

(Printed Name & Office in Corporation)

(Signature of Officer)

(Name of Seller)

By:

(Printed Name & Office in Corporation)

(Signature of Officer)

Attach Exhibits

Acknowledgements

What a Bill Purchase Agreement Is and When Parties Use It

A Bill Purchase Agreement is a legally binding contract by which a seller transfers one or more bills, invoices, or receivables to a purchaser in exchange for payment or consideration. Typical agreements define the bills being sold, the purchase price, representations and warranties about collectability, assignment mechanics, dispute resolution, and conditions precedent for funding. These agreements can cover single invoices, portfolios of receivables, or promissory notes and often address notification to debtors, collection rights, and indemnities. Properly drafted, the document clarifies obligations and reduces commercial and legal uncertainty between buyer and seller.

Why a Clear Bill Purchase Agreement Matters

A clearly written agreement allocates risk, establishes payment timing, and sets procedures for collection and dispute resolution. It preserves the value of purchased bills by documenting representations, remedies, and transfer mechanics.

Who Typically Prepares and Signs a Bill Purchase Agreement

The agreement is used by corporate treasury teams, accounts receivable buyers, factoring companies, law firms, and sellers with receivables to monetize.

Factoring companies and receivables purchasers that buy invoice portfolios and manage collections.
Small and medium enterprises seeking early cash by selling single invoices or steady receivable streams.
In-house legal teams or outside counsel who draft warranties, assignment language, and indemnity provisions.

Parties should confirm signing authority, required approvals, and any industry-specific addenda before executing to avoid downstream disputes.

Essential Sections to Include in a Professional Bill Purchase Agreement

A robust agreement combines transactional detail with clear legal protections so both parties understand transfer effects, payment timing, and remedies.

Parties

Full legal names and entity types for buyer and seller, including d/b/a names and state of formation where applicable.

Subject Bills

Precise description of invoices or notes being sold: invoice numbers, dates, amounts, obligor names, and contract references or purchase schedules.

Purchase Price

How consideration is calculated, currency, payment timing, holdbacks, reserves, and reconciling adjustments.

Representations

Seller warranties on validity, nonassignment restrictions, absence of prior liens, and accuracy of invoice details to support enforceability.

Assignment Mechanics

Method of transfer, notice to obligors, endorsement requirements, and whether collection rights transfer immediately or on conditions.

Remedies

Buyer's remedies for nonpayment, seller indemnification, dispute resolution, governing law, and limitation of liability clauses.

Required Information and Common Fields

Seller Name: Full legal entity name

Buyer Name: Full legal entity name

Effective Date: MM/DD/YYYY format

Purchase Price: Dollar amount or formula

Bill Details: Invoice numbers and amounts

Signatures: Authorized signers and dates

Step-by-Step: Completing a Bill Purchase Agreement

Follow a consistent sequence: identify documents, confirm amounts, set payment mechanics, add warranties, and obtain signatures.

01

Gather Documents: Collect invoices, contracts, and prior assignment records.
02

Confirm Amounts: Verify invoice totals and any disputed balances.
03

Define Payment: Specify purchase price, reserves, and funding timing.
04

Execute: Have authorized signers sign and date the agreement.

How to Configure an Electronic Signing Workflow

Set up a clear routing flow: upload, tag fields, assign signers, select authentication, and schedule reminders.

Field	Configuration
Upload Document	PDF or DOCX accepted; ensure final version before tagging
Place Fields	Add signature, date, and text fields where required
Assign Signers	Specify signer order and contact emails
Authentication	Choose email, SMS code, or stronger methods

Digital Signing and Technical Considerations

Electronic execution is widely accepted under federal and state law, but choose a platform that supports required authentication and storage.

File Formats: PDF, DOCX, and HTML supported
Integrations: Salesforce, NetSuite, Microsoft 365
Authentication: Email, SMS, and advanced options

Typical Execution Flow for a Bill Purchase Transaction

A predictable flow reduces errors: prepare schedules, verify receivables, execute the agreement, notify obligors, and fund the purchase.

Prepare Schedules: Seller compiles invoice schedule for transfer
Due Diligence: Buyer verifies invoice validity and collectability
Sign Agreement: Parties execute the contract electronically or on paper
Notify Debtors: Send assignment notices as required

Key Dates and Timing to Track

Identify and document critical dates to avoid funding delays and legal exposure: effective date, funding window, and dispute notice deadlines.

Effective Date:

Date obligations commence; use MM/DD/YYYY format

Funding Date:

When buyer transfers purchase funds to seller

Delivery of Bills:

Deadline for seller to provide invoice originals or electronic records

Dispute Notice:

Period for buyer to notify disputed invoices

Record Retention Start:

Date from which retention periods run

Milestones from Negotiation to Funding

Track negotiated milestones to manage workflow and meet conditional funding steps in sequence.

01

Term Negotiation

Agree on scope, purchase price, and major warranties

02

Documentation

Prepare schedules, proofs, and supporting contracts

03

Execution

Sign agreement and obtain any required notarizations

04

Funding and Transfer

Buyer pays and seller delivers assigned receivables

Common Mistakes to Avoid When Preparing the Agreement

Using vague invoice descriptions that fail to identify which receivables transfer, leading to collection disputes and litigation.
Omitting seller representations about prior assignments, which can allow third parties to challenge the buyer's rights.
Failing to set a clear reserve or holdback policy for chargebacks, exposing the buyer to unexpected losses.
Not confirming signer authority or corporate approvals, which can render the agreement voidable or unenforceable.

Consequences and Legal Risks of an Incorrect Agreement

Breach Liability: Damages and indemnity obligations

Invalid Assignment: Loss of collection rights

Tax Exposure: Withholding or reporting penalties

Regulatory Risk: Industry compliance violations

Reputational Harm: Client relationships affected

Enforcement Delay: Court costs and longer recovery time

Practical Examples from Real Users

Organizations streamline receivable purchases and reduce turnaround time by standardizing templates and using secure eSignature platforms.

Optica Ventures LLC

Optica standardized invoice schedules and used electronic execution to speed sale cycles and reduce errors in assignments.

The interface was simple for staff.
The faster, auditable workflow reduced follow-up and allowed the operations team to close purchases with fewer document revisions and clearer evidence of transfer.

Martin Properties

A property management firm packaged tenant receivables into periodic purchases to smooth cash flow and used online execution to avoid in-person signings.

Mobile signing enabled remote approvals.
This allowed the company to process and execute transactions with compliance-friendly records while accelerating funding to meet vendor obligations.

eSignature Vendor Comparison for Executing Bill Purchase Agreements

Comparing common vendor attributes helps teams decide which eSignature option aligns with cost, compliance, and volume needs. Prices shown reflect typical annual-billed starting tiers.

	signNow	DocuSign	Adobe Sign	PandaDoc	HelloSign
Starting Price	$8/user/mo	$15/user/mo	$14/user/mo	$19/user/mo	$15/user/mo
Free Trial	Yes, 7-day trial	No	No	Yes, limited	Yes, limited
Bulk Send	Yes	Yes	Yes	Yes	No
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No
Envelope Cap	No cap	100 env/user/yr	Varies	Varies	Varies

Frequently Asked Questions About Bill Purchase Agreements

Answers to common execution, enforcement, and recordkeeping questions when buying or selling receivables.

Need help? Contact support

Can this agreement be signed electronically?
Yes. Electronic signatures meet federal ESIGN standards (15 U.S.C. ch. 96) and state UETA rules where adopted, provided intent, consent, attribution, and record retention are satisfied.
Do you need a notary for assignment?
Generally no; most assignments do not require notarization. Notarization or recording may be advisable to evidence transfer or meet buyer policy in some states.
How should invoices be described?
List invoice number, date, amount, and obligor. Clear identification reduces disputes and supports buyer efforts to collect or perfect rights.
What if a debtor disputes an invoice?
Agreement should define dispute notice procedures, holdback handling, and buyer/seller responsibilities for resolution to limit unexpected chargebacks.
How long must records be kept?
Retain executed agreements at least three years from filing for tax purposes (IRC §6501(a)); healthcare-related records require six years (45 CFR §164.530(j)).
Who can sign for a corporate party?
Only authorized officers or those with delegated authority should sign. Confirm corporate approvals and include name and title in the signature block to avoid enforceability issues.

Explore Templates

Declaration Relating to Use of Life Sustaining Statutory Living Will Declaration Bank Franchise Tax Report Civil Cover Sheet Lead-Based Paint Disclosure Oregon Rental Mortgage Assignment of Rents and Fixture Filing

be ready to get more

Join over 28 million airSlate SignNow users

Sign Now