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Business Document DCO

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Business Document DCO

THIS BUSINESS AGREEMENT (the "Agreement") is entered into as of by and between Business Name: and Counterparty Name: .

Recitals

WHEREAS, Business Name is engaged in the business of providing commercial services and solutions and possesses personnel, facilities and expertise necessary to perform the services described herein; and

WHEREAS, Counterparty Name desires to procure such services under the terms and conditions set forth in this Agreement and Business Name agrees to provide such services in accordance with the terms set forth below.

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

Scope of Work

Business Name shall perform the services and deliverables described below (the "Services"). The Services shall be performed in a professional and workmanlike manner consistent with industry standards.

Payment Terms

In consideration for the Services, Counterparty Name shall pay Business Name in accordance with the terms below. All monetary amounts are stated in United States Dollars unless otherwise agreed in writing.

Any amounts not paid when due shall bear interest at the lesser of (i) % per month or (ii) the maximum rate permitted by applicable law. In addition to interest, the non-defaulting party may recover collection costs and reasonable attorneys' fees.

Term and Termination

This Agreement shall commence on and continue until unless earlier terminated as provided herein.

Either party may terminate this Agreement for material breach by the other party if such breach remains uncured for thirty (30) days following written notice specifying the breach. Either party may terminate without cause upon prior written notice given in accordance with the notice period set forth above. Termination shall not relieve any party of obligations accrued prior to termination.

Confidentiality

"Confidential Information" means information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Each receiving party shall: (a) hold Confidential Information in strict confidence; (b) not disclose Confidential Information to any third party except as expressly permitted herein; and (c) use Confidential Information solely to perform its obligations under this Agreement.

The obligations of confidentiality shall not apply to information that: (i) is or becomes generally available to the public through no fault of the receiving party; (ii) is lawfully received from a third party without restriction; (iii) was known by the receiving party prior to disclosure; or (iv) is independently developed. Disclosure required by law or court order is permitted provided the receiving party uses reasonable efforts to provide prompt notice to the disclosing party and to limit the scope of disclosure.

Indemnification and Limitation of Liability

Each party shall indemnify, defend and hold harmless the other party from and against third-party claims arising from the indemnifying party's negligence, willful misconduct, or material breach of this Agreement. Except for liability arising from gross negligence, willful misconduct or indemnification obligations, neither party's aggregate liability shall exceed the amounts actually paid under this Agreement in the twelve (12) months preceding the claim.

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 laws principles. The parties consent to the exclusive jurisdiction of the state and federal courts located in that State for resolution of disputes.

Entire Agreement

This Agreement, together with any attachments and schedules, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, proposals and communications, whether written or oral. No amendment shall be effective unless in writing and signed by authorized representatives of both parties.

Miscellaneous

If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party, except to a successor in interest in connection with a merger or sale of substantially all assets.

Business Printed Name:

Counterparty Printed Name:

By:

By:

Date:

Date:

Enter text✕

What the Business Document DCO Is and when it applies

The Business Document DCO (Document Change Order) is a standardized corporate form used to record, authorize, and track amendments to an existing business agreement, scope of work, or operational instruction. It captures the change description, effective date, cost or schedule impact, and approvals required to make the modification binding. A properly completed DCO creates a clear paper or electronic record for accounting, contract management, and dispute resolution, and it should be kept with the underlying agreement for the entire retention period required by applicable rules.

Why use a formal Business Document DCO

A DCO creates a single, auditable record of scope, cost, and approval for post‑agreement changes. Clear change orders reduce contractual disputes, support accurate invoicing, and provide defensible evidence of mutual assent in case of audit or litigation under applicable electronic signature laws such as ESIGN and state UETA statutes.

Why use a formal Business Document DCO

Who commonly completes and approves a DCO

The DCO is used across functions where contract changes occur, from operations to legal and finance.

  • Contract managers and procurement teams: issue and track changes to purchase or service agreements.
  • Project managers and operations: document scope, schedule, and technical change details for projects.
  • Legal and finance reviewers: confirm compliance with contract terms, cost allocations, and approvals.

Assign roles clearly: drafter, approver, and recorder to avoid processing delays and audit gaps.

Step-by-step: completing a Business Document DCO

Follow a short, consistent sequence to complete the DCO accurately and reduce rework.

  • 01
    Prepare: Locate the original contract and reference number before drafting changes.
  • 02
    Describe: Write a concise change description and affected sections or deliverables.
  • 03
    Quantify: State cost, credits, or schedule impact in clear dollar and date terms.
  • 04
    Approve: Collect authorized signatures and record the executed DCO with the contract file.

Configuring an online DCO workflow

Set fields, authentication, and routing rules before sending to ensure a smooth electronic signing process.

Field Configuration
Authentication Email link or SMS code; choose stronger methods for sensitive changes.
Conditional Fields Show cost fields only when a dollar impact is entered to reduce signer errors.
Routing Order Define approver order (legal → finance → counterparty) for sequential approvals.
Document Format Use PDF or DOCX input and lock final PDF output for records.

Typical routing and submission flow for a DCO

A clear end-to-end flow defines responsibilities and preserves an audit trail for compliance and accounting.

  • Upload: Sender uploads the DCO and any supporting exhibits to the platform.
  • Place Fields: Add signature, date, and required input fields for each party.
  • Send: Dispatch to signers in defined order or via a signing link for guest access.
  • Record: Signed copies and an audit trail are archived for the contract record.

Delivery and integration options for e‑submission

Integrating DCO workflows with CRM, ERP, or contract management systems preserves a single source of truth and reduces manual entry for downstream accounting and audit processes.

  • Integrations: Salesforce, NetSuite, Microsoft 365, Google Workspace
  • Formats: PDF, DOCX, and fillable form exports
  • Authentication: Email, SMS, or advanced signer methods

Common eSignature vendor pricing and feature snapshot for DCO workflows

Compare typical starting prices and key plan features relevant to high-volume DCO processing; signNow appears first in this table.

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 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 Varies Varies Varies

Security and compliance features to include with DCO handling

Encryption: TLS 1.2/1.3 in transit; AES-256 at rest
Audit Trail: Timestamped signing events and action logs
HIPAA: BAA required for protected health information
SOC 2: SOC 2 Type II attestation available
21 CFR Part 11: Support for FDA-regulated electronic records
ISO: ISO 27001 information security standard

Consequences of incomplete or incorrect DCOs

Contract Disputes: Damages or delay claims
Tax Exposure: Incorrect invoices affect tax reporting
Withholding Risk: Missing TINs may trigger backup withholding
I-9 Violations: Employment paperwork fines possible
Invalid Signature: Unsigned or unauthenticated changes may be void
Data Breach: Regulatory fines and remediation costs

Common mistakes people make when preparing a DCO

  • Omitting the original contract reference or change justification, which creates ambiguity and increases dispute risk.
  • Leaving cost or schedule impact vague; phrases like 'minor changes' lack enforceability and complicate accounting.
  • Collecting initials instead of full authorized signatures when the contract requires formal execution by named officers.
  • Failing to route for internal approvals first, which can lead to rejected counterparty execution and wasted effort.

Essential elements to include on a professional DCO

A complete DCO contains standard data points that make it readable to legal, finance, and operations teams without interpretation.

Reference

Reference the original contract title and number so the change is linked to the correct agreement and searchable in contract repositories.

Change Summary

Provide a concise summary of the amendment, identifying specific clauses, deliverables, or work items being added, removed, or modified.

Impact

Detail specific cost adjustments, credits, taxes, and revised schedule milestones, and state whether amounts are estimates or fixed.

Approvals

List required approvers by role or title and include routing order and authorization thresholds to ensure proper internal signoff.

Attachments

Attach supporting documents such as revised schedules, drawings, or invoices; label exhibits clearly to preserve context and auditability.

Change Control

Record versioning and a short rationale for the change to support audit trails and historical decision records.

Typical timing and service expectations for DCO processing

Set and communicate clear timelines for each stage to avoid delays and downstream billing or performance issues.

Draft Issuance:

Draft and issue the DCO within 3 business days after identified scope change.

Internal Review:

Legal and finance should complete review within 7 business days of receipt.

Counterparty Response:

Allow 10–14 calendar days for counterparties to review and sign.

Billing Adjustment:

Apply cost changes on the next invoice cycle following execution.

Record Update:

Log the executed DCO in the contract registry within 30 days.

Real-world examples of DCO usage

Concrete examples illustrate how standardized DCOs reduce cycle time and support downstream processes.

Martin Properties

A property management firm centralized DCOs to reduce approval time.

  • They switched to electronic routing for all tenant change orders.
  • As a result, the team captured signed changes faster, reduced manual filing, and improved audit readiness across leasing portfolios.

Fertility Centers

A healthcare provider formalized operational change orders for vendor services.

  • Each DCO included HIPAA-aware attachments and approvals.
  • This standardization improved billing accuracy, ensured proper privacy handling, and simplified reconciliations with clinical supply vendors.

Frequently asked questions about the Business Document DCO

Answers to common DCO questions covering enforceability, signing, corrections, and recordkeeping.


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