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Business Additional Disclosures

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BUSINESS ADDITIONAL DISCLOSURES

This Business Additional Disclosures Agreement (the "Agreement") is made effective as of by and between Client Name: and Service Provider Name: .

WHEREAS

WHEREAS, Client Name is engaged in the business described as: ;

WHEREAS, Service Provider Name provides services and professional advice in the ordinary course of its business and may disclose certain information to Client Name in connection with the parties' business relationship; and

WHEREAS, the parties desire to set forth additional disclosures and assurances concerning known liabilities, claims, and material matters that may affect ongoing or contemplated transactions.

SCOPE OF WORK / DISCLOSURES

The parties acknowledge that disclosures below are supplemental to any primary agreement between the parties and are intended to identify material facts, encumbrances, claims, or conditions known at the Effective Date which could reasonably affect the parties' obligations or risk allocation.

ADDITIONAL DISCLOSURES

For each item below, check the box if a disclosure applies and provide a concise explanation in the corresponding explanation field. If an item does not apply, leave unchecked.

Pending or threatened litigation, arbitration, administrative proceedings, or claims.
Any current or recent bankruptcy, receivership, or insolvency filings by the disclosing party.
Existence of liens, security interests, material third‑party contracts, or change‑of‑control provisions.
Any ongoing investigations, notices of violation, or regulatory actions.
Claims of infringement, ownership disputes, or material data security incidents.
Material changes in financial condition not previously disclosed.

PAYMENT TERMS

TERM AND TERMINATION

Commencement Date: Termination Date (if applicable):

Either party may terminate this Agreement for material breach if the breaching party fails to cure such breach within the notice period specified above. Termination shall not relieve either party of obligations accrued prior to termination.

CONFIDENTIALITY

"Confidential Information" means all nonpublic information disclosed by a party that is marked confidential or that a reasonable person would understand to be confidential. Each party shall (a) use Confidential Information only to perform its obligations under this Agreement; (b) restrict access to Confidential Information to persons with a need to know; and (c) take commercially reasonable measures to prevent unauthorized disclosure. Confidential Information shall not include information that is or becomes publicly available other than by a breach of this Agreement, or information independently developed without use of the other party's Confidential Information.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the state identified above, without regard to principles of conflicts of law.

ENTIRE AGREEMENT

This Agreement, together with any primary agreement between the parties and any exhibits or schedules expressly incorporated herein, constitutes the entire agreement of the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals, and understandings, whether written or oral. No amendment or waiver of any provision of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties.

REPRESENTATIONS; AUTHORITY

Each party represents and warrants that it has full corporate or organizational authority to enter into this Agreement and that the individual signing on its behalf is duly authorized to bind it. Each party further represents that the disclosures made herein are true and correct to the best of its knowledge as of the Effective Date.

CERTIFICATION

By signing below, each party certifies under penalty of perjury that the information and disclosures contained in this document are true, complete, and accurate to the best of that party's knowledge, and that it has made reasonable inquiry regarding the matters disclosed.

Client:

By:

Date:

Service Provider:

By:

Date:

Enter text✕

What Business Additional Disclosures Are and when they apply

Business Additional Disclosures are supplemental statements attached to commercial agreements that disclose material facts, regulatory notices, or federally required consumer information not contained in the primary contract. They typically explain tax or reporting obligations, privacy and data-sharing practices, payment or escrow terms, or other items that affect legal rights and liabilities. Organizations provide these disclosures to ensure transparency, meet statutory notice requirements, and create a record that a party received the information before signing or completing a transaction.

Why accurate Additional Disclosures matter for compliance and enforceability

Clear, complete additional disclosures reduce legal risk, support enforceability, and satisfy statutory notice obligations under laws such as ESIGN and state consumer-protection regimes. They also document consent, allocate risk, and help avoid disputes arising from undisclosed material terms.

Why accurate Additional Disclosures matter for compliance and enforceability

Who prepares and receives Business Additional Disclosures

Recipients should read and acknowledge these disclosures prior to signing; signatory or delegated representatives may be required to confirm receipt and consent.

  • Real estate brokers and property managers distributing state-specific property condition disclosures and tenant notices.
  • Healthcare administrators providing HIPAA-related addenda and patient data-sharing explanations.
  • Financial services teams including tax, payment, or reporting disclosures with account-opening or onboarding documents.

Core elements included in a professional Additional Disclosures package

A complete Additional Disclosures set groups short, plain-language statements with clear fielded metadata so each item is attributable and reproducible. Typical elements include identification, purpose, legal notices, data-handling language, signature acknowledgment, and cross-references to primary contract sections.

Identification

Document title, parties, and agreement reference for clear linkage.

Material Facts

Specific disclosures of condition, liability, or pending actions that affect consent.

Regulatory Notices

Statutorily required language for consumer rights, taxation, or privacy.

Data Handling

Summary of data collection, retention, sharing, and opt-out options.

Acknowledgment

Signature or checkbox where signer confirms receipt and understanding.

Record Linkage

Reference to the primary agreement page, clause, or exhibit for context.

Step-by-step: preparing and issuing Additional Disclosures

Follow a concise sequence to ensure disclosures are complete, attributable, and delivered before execution.

  • 01
    Gather Details: Collect contract reference and material facts to disclose.
  • 02
    Draft Notices: Prepare plain-language statements tied to specific clauses.
  • 03
    Attach and Link: Append disclosures to the master agreement and cite locations.
  • 04
    Deliver and Confirm: Provide the disclosure and capture signer acknowledgment before signing.

Typical online workflow settings for e-delivery of disclosures

Configure your digital workflow to capture consent, authentication, and an audit trail for each disclosure.

Field Configuration
Signer Order Sequential or parallel routing selected per transaction.
Authentication Email link, SMS code, or stronger KBA where required.
Acknowledgment Field Checkbox plus signature required for consumer-facing notices.
Retention Setting Enable automatic archival and exportable audit trails.

How electronic delivery and signing of disclosures typically flows

Electronic workflows create a traceable sequence from sender through signer to archive, recording identity and timing at each step.

  • Upload: Attach primary agreement and disclosure to a single package.
  • Place Fields: Add signature, date, and acknowledgment checkboxes on disclosures.
  • Send: Issue email or link with clear instructions to signers.
  • Audit: Capture IP, timestamp, and actions in the completion record.

Technical and integration considerations for e-submission

Ensure the platform can produce tamper-evident signed records and export the audit trail for secure retention and compliance review.

  • Supported Formats: PDF, DOCX, and HTML for import/export.
  • Integrations: Connectors for Salesforce, NetSuite, Microsoft 365, and Google Workspace.
  • Authentication: Email, SMS, KBA, or SSO-based signer verification.

When to provide disclosures and typical timing expectations

Deliver disclosures early in the contract lifecycle and allow adequate review time so consent precedes signature of the main agreement.

At Negotiation:

Provide disclosures with initial draft to allow review.

Before Execution:

Disclosures must be delivered and acknowledged prior to final signing.

Response Window:

Allow a reasonable review period—commonly 3–10 business days.

Regulatory Timing:

Some disclosures must be given a fixed number of days before performance.

Record Export:

Export signed package immediately after completion for archive.

Consequences and compliance risks of incorrect or missing disclosures

Regulatory Fines: Administrative penalties and enforcement actions by regulators.
Contract Unenforceable: Courts may void or limit remedies for nondisclosure.
Tax Withholding: Incorrect TINs can trigger 24% backup withholding.
Reputational Harm: Customer trust and business relationships can suffer.
Litigation Costs: Increased legal fees and discovery burdens.
Operational Delay: Transactions stalled pending corrected disclosures.

Security and compliance controls to include with disclosures

Encryption: TLS 1.2/1.3 in transit, AES-256 at rest.
Audit Trail: Comprehensive event log with IP and timestamps.
HIPAA Support: Business associate agreement available where required.
Certifications: SOC 2 Type II and ISO 27001 compliance.
21 CFR Part 11: Capabilities for FDA-regulated records where applicable.
Accessibility: WCAG 2.0 Level AA support for usability.

Common mistakes to avoid when preparing disclosures

  • Using vague language or undefined terms that leave material scope open to dispute and inconsistent interpretation by signers and courts.
  • Failing to link the disclosure explicitly to the primary agreement, which can prevent enforceability or create evidentiary gaps.
  • Delivering disclosures simultaneously with final signing without allowing reasonable review time or explicit acknowledgment of receipt.
  • Not capturing a durable, tamper-evident audit trail and signer attribution—making it difficult to prove consent or timing in disputes.

Real-world examples of Additional Disclosures in use

These brief case examples show how organizations attach disclosures to manage risk and document consent.

Optica Ventures (COO)

Optica attached a vendor-risk disclosure to each service agreement to clarify liability limits.

  • They required signer acknowledgement prior to execution.
  • The attached disclosure reduced disputed terms and created a clear audit trail for renewals and compliance reviews.

Fertility Centers of Illinois (Founder)

The clinic included data-sharing and consent disclosures with patient intake forms to document PHI handling.

  • Patients signed electronically on mobile devices.
  • The clinic retained tamper-evident records and BAA-backed workflows to support HIPAA compliance and patient requests.

Comparing eSignature provider pricing and basic capabilities

Basic pricing and feature availability for common eSignature providers. signNow is listed first per comparative format; confirm vendor details directly when selecting a plan.

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 7-day free trial Varies Varies Varies Varies
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 envelopes/user/year No cap No cap No cap

Frequently asked questions about Business Additional Disclosures

Answers to common practical and compliance questions about preparing, delivering, and storing additional disclosures.


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