Can this document be signed electronically?

Yes. Electronic signatures are generally valid under the ESIGN Act (15 U.S.C. §7001) and UETA where adopted, provided intent, consent, attribution, and retention requirements are met.

When is notarization required?

Notarization depends on the document content and state law; deeds and certain powers of attorney often require notarization and witnesses in some states.

What if a signer’s name differs?

Use the exact legal entity or individual name as shown on formation documents or ID; mismatched names can create title or tax reporting problems.

Do I need a BAA for healthcare-related ARRAS?

If protected health information is exchanged, a Business Associate Agreement is required under HIPAA and must be in place before sharing PHI.

How long should I keep executed copies?

Follow retention rules: at least the term plus 3 years, IRS minimums (IRC §6501(a)), and industry-specific mandates such as HIPAA six-year retention.

Which signer authentication should we use?

Choose authentication proportional to transaction risk: email for low risk, SMS or knowledge-based methods for higher risk, and multi-factor for regulated workflows.

Electronic Signature
Templates
Miscellaneous
Business ARRAS Document

Business ARRAS Document

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

BUSINESS ARRAS AGREEMENT

RECITALS

WHEREAS, the parties desire to record their mutual agreement regarding the payment and application of an arras (earnest money deposit) in connection with the proposed business transaction described herein; and

WHEREAS, Buyer Name: (the "Buyer") and Seller Name: (the "Seller") each have authority to execute this Agreement; and

WHEREAS, the effective date of this Agreement is Date: , and the parties intend the arras to secure Buyer’s performance under the terms described below.

NOW, THEREFORE, in consideration of the mutual covenants and promises set forth below, and other good and valuable consideration, the receipt and adequacy of which are acknowledged, the parties agree as follows.

SCOPE OF WORK / TRANSACTION DESCRIPTION

Detailed Description of Transaction

PAYMENT TERMS (ARRAS)

1. Arras Deposit. Buyer shall pay an arras (earnest money deposit) in the amount of (USD) (the "Deposit") to be held in accordance with this Agreement.

Deposit Payment Schedule

2. Payment Instructions / Escrow. The Deposit shall be delivered to:

Escrow or Payee Name and Address

3. Late Payment Fee. If any installment of the Deposit or other payments required under this Agreement are not received when due, Buyer shall pay a late fee of of the overdue amount, and interest thereafter at the lesser of 1.5% per month or the maximum lawful rate.

4. Application of Deposit. Upon consummation of the transaction described in the Scope of Work, the Deposit shall be applied against the purchase price or consideration. In the event of Buyer's default, Seller may retain the Deposit as liquidated damages, provided such retention is not a penalty under applicable law. In the event of Seller's default, the Deposit shall be refunded to Buyer and Buyer may pursue other remedies.

TERM AND TERMINATION

5. Term. This Agreement commences on Start Date: and shall expire on End Date: unless earlier terminated in accordance with this Section.

6. Notice of Termination. Either party may terminate this Agreement upon written notice to the other party delivered at least days in advance. Where a default is alleged, the non-defaulting party shall provide the defaulting party a thirty (30) day opportunity to cure unless otherwise agreed in writing.

7. Effect of Termination. Upon termination pursuant to this Agreement, the parties shall account for the Deposit consistent with the Application of Deposit clause above and return any confidential materials as required by the Confidentiality clause.

CONFIDENTIALITY

8. Confidential Information. Each party shall maintain in strict confidence all non-public information provided by the other party in connection with this Agreement ("Confidential Information") and shall not disclose such Confidential Information except to its officers, employees, advisors or agents who have a need to know and who are bound to confidentiality obligations at least as protective as those herein. Confidential Information does not include information that is or becomes publicly available through no breach by the receiving party, was known to the receiving party prior to disclosure, or is rightfully obtained from a third party without restriction.

9. Remedies for Breach. The parties acknowledge that a breach of this Confidentiality clause may cause irreparable harm for which monetary damages are an inadequate remedy; accordingly, the non-breaching party shall be entitled to injunctive relief in addition to any other remedies available at law or in equity.

REPRESENTATIONS, WARRANTIES AND COVENANTS

10. Each party represents and warrants that it has full power and authority to enter into this Agreement, that the execution and delivery of this Agreement has been duly authorized, and that entering into this Agreement will not violate any other agreement or applicable law.

GOVERNING LAW; DISPUTE RESOLUTION

11. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of law principles.

12. Dispute Resolution. The parties shall first attempt in good faith to resolve any dispute arising out of or relating to this Agreement by negotiation between senior representatives. If the dispute is not resolved within thirty (30) days, the parties shall submit the dispute to binding arbitration before a single arbitrator in accordance with the rules agreed by the parties, and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction.

ENTIRE AGREEMENT; MISCELLANEOUS

13. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written. Any amendment or modification of this Agreement must be in writing and signed by both parties.

14. Severability. If any provision of this Agreement is held invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in full force and effect.

15. Notices. All notices required or permitted under this Agreement shall be in writing and delivered to the addresses provided below or to such other address as a party may designate by written notice to the other party.

Buyer Contact Address Seller Contact Address

ADDITIONAL TERMS

Special Conditions or Additional Provisions

Buyer

Printed Name:

By:

Date:

Seller

Printed Name:

By:

Date:

What the Business ARRAS Document Is

The Business ARRAS Document is a formal written agreement used by companies to record allocation of rights, responsibilities, and any secured interests between commercial parties. It typically defines the subject matter, obligations, payment or consideration terms, effective dates, and remedies for breach. The template is modular so parties can add exhibits for schedules, asset lists, or technical specifications. Though format and specific clauses vary by use, the core purpose is to create a clear, enforceable record of the parties' commercial arrangement that can be executed electronically or on paper under U.S. signature laws.

Why a Clear ARRAS Document Matters for Your Business

A precise Business ARRAS Document reduces ambiguity about obligations, preserves evidence of consent, and supports enforceability if disputes arise. Properly completed, it aligns expectations between parties and can streamline approvals, audits, and compliance reviews.

Which Roles Typically Complete the Business ARRAS Document

Signers are usually authorized officers, designated agents, or named representatives whose capacity should be documented before execution.

Legal and contracts teams preparing or reviewing terms prior to signature, ensuring clauses are compliant and risks allocated appropriately.
Finance or accounts payable confirming consideration, payment schedules, and invoicing instructions before execution.
Business owners or operations managers approving scope, deliverables, or asset lists that affect performance or custody.

Core Components to Include in a Professional ARRAS

A complete Business ARRAS Document groups the agreement into clearly labeled clauses and exhibits so each party can find obligations, timelines, and remedies quickly.

Parties

Full legal names and entity types for each signatory, including state of formation and a designated contact for notices; avoids ambiguity about who is bound.

Recitals

Short background statements describing the transaction purpose and context; helps interpret intent if disputes arise and anchors key definitions.

Scope of Rights

Specific description of rights granted or released, including any limitations, territories, or permitted uses; precisely describe assets or IP by exhibit or schedule.

Consideration

Clear payment terms, amounts, currency, invoicing cadence, and remedies for late payment, including when any security interest may be enforced.

Term and Termination

Effective date, term length, renewal conditions, and termination triggers with explicit post-termination obligations and return or destruction instructions.

Governing Law

Designated state law and dispute resolution procedures; indicates whether arbitration or court litigation is required and where actions must be filed.

Step-by-Step: Completing the ARRAS Document

Follow these sequential steps to prepare and execute the Business ARRAS Document efficiently and with legal clarity.

01

Prepare Draft: Assemble parties, exhibits, and defined terms for review.
02

Internal Review: Have legal and finance review for compliance and tax impact.
03

Signatures: Collect authorized signatures, notarization if required.
04

Distribution: Provide executed copies to all parties and retain originals.

Typical Digital Workflow Settings

Configure the online signing workflow to match your approval steps and authentication needs before sending for signature.

Field	Configuration
Signature Order	Sequential \| Specify signer sequence
Authentication	Email or SMS \| Choose strength per signer
Reminders	Auto reminders \| Set frequency and limit
Document Retention	Archive policy \| Duration and export format

How Electronic Execution Typically Works

Electronic signing follows a repeatable sequence from upload to completed record; map each step to your internal controls.

Upload: Add the final document and attach exhibits.
Place Fields: Add signature, date, and initials fields where required.
Send: Send via email link or bulk distribution.
Complete: Signers authenticate, sign, and receive copies.

Technology and Platform Considerations

Confirm the chosen solution provides secure storage, export options, and a reliable audit trail that meets your compliance needs.

File Formats: PDF, DOCX, and scanned images supported
Integrations: CRM and storage connectors available
Authentication: Email, SMS, or stronger methods

Penalties and Risks of an Incorrect ARRAS

Contract Voidance: Improper signatures can render clauses unenforceable

Tax Exposure: Incorrect payment reporting may trigger IRS penalties

Regulatory Noncompliance: HIPAA or industry rules may impose fines

Delayed Performance: Missing approvals can cause project or payment delays

Liability Shift: Ambiguous terms can shift risk to your company

Evidentiary Gaps: Poor audit trails weaken enforcement efforts

Common Mistakes to Avoid When Preparing the ARRAS

Leaving blank fields or ambiguous exhibits that later require costly amendments or clarifications.
Using informal signer names instead of exact legal entity names, which can complicate title transfer or enforcement.
Failing to record the effective date or using conflicting dates within the document and exhibits.
Skipping required authentication or notarization steps that certain states or transactions mandate.

Security and Compliance Considerations

Encryption: TLS 1.2/1.3 in transit; AES-256 at rest

Audit Trail: Timestamped events and IP addresses recorded

Certifications: SOC 2 Type II and ISO 27001

HIPAA Support: HIPAA available with a BAA

21 CFR Part 11: Compliance options for FDA-regulated records

Accessibility: WCAG 2.0 Level AA conformance available

Key Filing and Reporting Deadlines to Watch

Some deadlines have legal or tax consequences; track dates for reporting and for supplying supporting payee information.

W-9 Provision:

Provide upon payer request; needed to avoid backup withholding

1099-NEC Reporting:

Due to recipient and IRS by January 31 each year

1099-MISC Paper:

If used, paper filing to IRS typically due February 28

1099-MISC Electronic:

If electronic, IRS deadline generally March 31

Form 1040:

Individual tax return due April 15; extension to October 15 with Form 4868

Processing Stages from Draft to Enforceable Record

A typical ARRAS moves through coordinated stages; track milestones to avoid delays in execution or filing.

01

Draft Completion

Finalize language and attach all exhibits before reviews

02

Internal Approvals

Legal and finance sign-off confirms commercial and compliance readiness

03

Execution

Collect signatures, apply notarization if required, and capture audit trail

04

Recordkeeping

Distribute executed copies and archive original per retention policy

eSignature Vendor Comparison for Executing the Business ARRAS Document

Key plan features and pricing differ across providers; below is a concise comparison with signNow listed first per platform conventions.

	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, no credit card required	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

Frequently Asked Questions About the Business ARRAS Document

Answers to common execution and compliance questions when preparing or electronically signing an ARRAS Document.

Need help? Contact support

Can this document be signed electronically?
Yes. Electronic signatures are generally valid under the ESIGN Act (15 U.S.C. §7001) and UETA where adopted, provided intent, consent, attribution, and retention requirements are met.
When is notarization required?
Notarization depends on the document content and state law; deeds and certain powers of attorney often require notarization and witnesses in some states.
What if a signer’s name differs?
Use the exact legal entity or individual name as shown on formation documents or ID; mismatched names can create title or tax reporting problems.
Do I need a BAA for healthcare-related ARRAS?
If protected health information is exchanged, a Business Associate Agreement is required under HIPAA and must be in place before sharing PHI.
How long should I keep executed copies?
Follow retention rules: at least the term plus 3 years, IRS minimums (IRC §6501(a)), and industry-specific mandates such as HIPAA six-year retention.
Which signer authentication should we use?
Choose authentication proportional to transaction risk: email for low risk, SMS or knowledge-based methods for higher risk, and multi-factor for regulated workflows.

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