Can a valuation agreement be signed electronically?

Yes. Electronic signatures are generally enforceable under the ESIGN Act (15 U.S.C. §7001) and UETA where adopted, provided intent, consent, attribution, and record retention requirements are met; confirm exceptions such as wills or certain court filings.

Do valuation agreements require notarization?

Not routinely; however, some states or specific transaction types may require notarization or witnesses for enforceability. For remote notarization check state RON rules and notary commission guidance.

What happens if provided financials are later found inaccurate?

The agreement should include data reliance and correction procedures. If misstatements materially affected the opinion, parties may renegotiate fees or seek remedies per the liability clause.

Who may rely on the valuation report?

Relying parties should be explicitly named in the agreement. Absent a named-reliance clause, third-party reliance may be limited or disclaimed, affecting admissibility and commercial use.

Is a BAA required for healthcare-related valuations?

Yes. If the valuation uses protected health information, include a Business Associate Agreement and ensure handling meets HIPAA retention and access controls (45 CFR §164.530(j)).

How should unsigned draft reports be handled?

Label drafts clearly, restrict distribution, and require a final signed report for reliance. Include a version-control clause and archive the audit trail showing who accessed drafts.

Electronic Signature
Templates
Miscellaneous
Business Valuation Agreement

Business Valuation Agreement

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

BUSINESS VALUATION AGREEMENT

Parties

Client Name Client Address Valuer (Company or Individual) Valuer Address

Recitals

WHEREAS, Client desires to obtain an independent valuation of Client's business and assets for purposes of financial reporting, sale negotiations, estate planning, litigation support, or other specified uses; and

WHEREAS, Valuer represents that it possesses the qualifications, experience, and resources necessary to perform a professionally supported valuation in accordance with recognized valuation standards; and

WHEREAS, the parties desire to set forth the terms and conditions under which Valuer will perform such valuation and deliver related reports.

Scope of Work

Description of Services

Valuer shall perform the valuation using methodologies and procedures appropriate to the stated purpose and shall exercise reasonable professional care in collecting and analyzing information. Valuer will consider financial statements, market data, industry trends, management representations, and other relevant information reasonably available at the time of the valuation.

Deliverables

Report Deliverables

Unless otherwise agreed in writing, Valuer will deliver a written valuation report to Client summarizing the valuation purpose, scope, assumptions, methodology, conclusions of value, and supporting analyses. Oral presentations, if any, shall be additional and billed as provided in Payment Terms.

Payment Terms

Total Fee Payment Schedule / Milestones Late Fee

Client shall pay Valuer the fees and expenses in accordance with the schedule above. Overdue amounts shall accrue interest at the rate specified in the Late Fee field above or, if none is specified, at 1.5% per month. Client shall reimburse Valuer for reasonable out-of-pocket expenses incurred in connection with the engagement, including third-party data, travel, and extraordinary copying or legal review costs.

Term and Termination

This Agreement shall be effective as of Effective Date: and shall continue in effect until completion of the Services or until terminated as provided herein.

Either party may terminate this Agreement for any reason upon written notice to the other party delivered at least days prior to the effective date of termination. In addition, either party may terminate immediately for material breach by the other party if such breach is not cured within thirty (30) days after written notice of the breach.

Upon termination, Client shall pay Valuer for all Services performed and expenses incurred through the effective date of termination. Valuer shall deliver to Client any completed work product and may deliver a final invoice for services performed.

Confidentiality

Each party acknowledges that, in the performance of this Agreement, it may receive or have access to confidential information of the other party. The receiving party shall maintain such information in confidence using at least the same degree of care it uses to protect its own confidential information, and shall not disclose such information to third parties except to its employees, agents, contractors, or advisors who need to know and who are bound by confidentiality obligations consistent with this Agreement.

Confidential information does not include information that (a) is or becomes public through no breach of this Agreement, (b) is rightfully received from a third party without restriction, or (c) is independently developed without use of the other party's confidential information. Notwithstanding the foregoing, Valuer may disclose confidential information as required by law or professional standards, provided Valuer gives Client prior written notice of such disclosure where permitted.

Limitation of Liability

Valuer's liability to Client for any claim arising out of or relating to this Agreement or the Services shall be limited to direct damages not to exceed the total fees paid to Valuer under this Agreement. In no event shall Valuer be liable for consequential, incidental, special, punitive, or exemplary damages, including lost profits or lost business opportunities, even if advised of the possibility of such damages.

Assumptions; Reliance; Use of Report

The valuation delivers opinions based on the information available at the time of valuation and specified assumptions. Valuer's opinions are directed to and for the sole use of Client for the stated purpose. Client acknowledges that third parties may not rely on the valuation report unless Valuer expressly consents in writing. Valuer shall not be responsible for events or information arising after the valuation date.

Governing Law

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

Entire Agreement; Amendments

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

Notices

All notices under this Agreement shall be in writing and delivered to the addresses set forth above or to such other address as either party may designate by written notice to the other. Notices shall be deemed given upon personal delivery, two business days after deposit with a nationally recognized overnight courier, or three business days after deposit in the U.S. mail, postage prepaid.

Client Name:

By:

Date:

Valuer Name:

By:

Date:

What a Business Valuation Agreement Is and When it’s Used

A Business Valuation Agreement is a written engagement between a business owner and a valuation professional that defines the scope, purpose, assumptions, deliverables, and limitations of a valuation engagement. It records the valuation date, engagement fee and payment terms, confidentiality provisions, who may rely on the opinion, and procedures for delivering the final report. Use cases include sale transactions, shareholder disputes, tax reporting, estate planning, buy-sell agreements, and financing. A clear agreement reduces scope creep, supports admissibility of the valuation, and clarifies post-delivery obligations for record retention and reliance.

Why a Written Valuation Engagement Matters

A written agreement protects both parties by documenting assumptions, limits of liability, and intended use. It sets expectations for timing, fees, and supporting documentation to reduce disputes and improve the valuation’s legal defensibility.

Who Typically Requests or Signs This Agreement

Common parties involved include business owners, buyers, lenders, attorneys, and retained valuation specialists who need a formal scope of work before analysis begins.

Business owners and shareholders — retain valuations for sale planning, buy-sell triggers, or estate tax purposes.
Buyers and investors — commission independent valuation to support purchase price and due diligence.
Attorneys and accountants — engage valuations for litigation, divorce, tax compliance, or transaction structuring.

The agreement clarifies who may rely on the valuation and ensures each signer understands obligations, fees, and confidentiality requirements.

Authorized Signers and Typical Roles

Owner / CEO

The business owner or CEO signs on behalf of the company when the valuation relates to corporate control, sale, or tax matters. The signer attests to the accuracy of company-provided financial information and authorizes access to records.

Valuation Expert

The credentialed appraiser or valuation professional signs to confirm scope, methods, exclusions, and deliverables. Their signature establishes the engagement’s effective date and the expert’s acceptance of terms and limitations.

Core Elements to Include in a Professional Agreement

A complete Business Valuation Agreement documents the engagement from start to finish so both parties understand scope, assumptions, and liabilities.

Scope of Work

Describe the type of valuation (fair market value, goodwill, minority interest), valuation date, and specific analyses to be performed, so there is no ambiguity about the intended opinion.

Deliverables

Specify final report format, whether a summary letter or full report, number of copies, electronic delivery method, and timelines for draft and final deliverables.

Fees and Payment

State the engagement fee, billing schedule, payment methods, expenses, retainer amount, and consequences for late payment or nonpayment.

Assumptions and Limitations

List key assumptions, data reliance statements, known exclusions, and limitations that affect reliance and comparability of the valuation.

Confidentiality

Include nondisclosure clauses, permitted disclosures (e.g., to counsel, tax authorities), and handling of sensitive financial or customer information.

Liability and Reliance

Define who may rely on the valuation, any third-party reliance disclaimers, indemnities, and limits on damages or remedies.

Step-by-Step Completion Checklist

Follow these steps in order to create, approve, and finalize the Business Valuation Agreement efficiently.

01

Prepare documents: Gather financial statements, contracts, and prior valuations before drafting.
02

Draft agreement: Define scope, dates, fees, and deliverables in clear language.
03

Review and revise: Send to legal and accounting for concise comments and approvals.
04

Execute: Collect signatures, dates, and any required notarization or witness attestations.

How to Customize and Complete the Agreement Online

Configure an online workflow to automate field placement, signer order, and authentication steps for consistent, auditable execution.

Field	Configuration
Upload document	Accept PDF or DOCX; ensure formatting holds.
Place signing fields	Add signature, initials, date fields where required.
Set signer order	Define sequential or parallel signing as needed.
Authentication	Choose email, SMS code, or stronger methods.

Where to Send the Final Signed Agreement

Specify recipients and final storage locations so all parties know who receives the executed agreement and where records are retained.

Client copy: Send a final PDF to the client for their records.
Valuator copy: Retain a signed copy with the valuation file.
Legal counsel: Provide counsel with a copy for corporate records or dispute defenses.
Secure storage: Archive in encrypted document management or firm records.

Digital Signing and File Formats to Use

Use platforms that export completed agreements as PDF/A or PDF with an audit trail to ensure reproducibility and long-term access.

Supported formats: PDF, DOCX, and secure HTML
Integrations: Salesforce, NetSuite, Google Workspace
Audit trail: IP, timestamp, signer actions

Confirm the chosen platform provides tamper-evident signed PDFs, exportable audit history, and access controls to meet recordkeeping and evidentiary needs.

Selected eSignature Solutions and Pricing for Executing Valuation Agreements

Compare starting prices and core capabilities for common eSignature vendors; signNow appears first as the initial column entry for easy vendor comparison.

	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 by plan	Varies by plan	Varies by plan	Varies by plan
Bulk Send	Yes	Yes	Yes	Yes	No
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No

Key Dates and Timing to Note in the Agreement

Document these dates clearly to avoid disputes about which financials and market data define the valuation opinion.

Effective Date:

The date the agreement is signed and obligations commence

Valuation Date:

The point-in-time the valuation opinion covers

Delivery Date:

Due date for draft and final reports

Review Period:

Time allotted for client review and comment

Retention Deadline:

Record retention schedule and location

Milestone Timeline for a Typical Valuation Engagement

A straightforward milestone sequence helps manage expectations and track progress from engagement to final delivery.

01

Engagement Signed

Agreement executed and retainer received

02

Data Collection

Client delivers financials and supporting documents

03

Analysis Performed

Valuator performs market, income, and asset analyses

04

Report Delivered

Final valuation report provided to client and authorized parties

Common Errors That Delay or Undermine a Valuation

Incomplete financial records or inconsistent accounting periods that prevent reliable normalized adjustments and comparability.
Vague scope language that allows unexpected work and fee disputes between client and valuator.
Mismatched signer names or incorrect corporate titles that cause acceptance or enforcement problems.
Failure to document reliance limitations and intended users, increasing litigation and misuse risk.

Legal Risks and Penalties from Incorrect or Misused Valuations

Tax Reporting Exposure: Incorrect valuations used on returns can trigger IRS adjustments and penalties.

Information Return Penalties: Failure to file accurate returns can lead to IRC §6721 penalties.

Professional Liability: Valuator may face malpractice or negligence claims if standards not followed.

Contract Disputes: Ambiguous reliance clauses can produce costly litigation.

Confidentiality Breach: Unauthorized PHI disclosure may trigger HIPAA liability.

Notarization Errors: Missing notarization or witness steps can void enforcement in some states.

Security and Compliance Basics for Handling Valuation Documents

Encryption in transit: TLS 1.2/1.3

Encryption at rest: AES-256

Audit trail: Comprehensive action logs

HIPAA support: BAA available

Regulatory standards: SOC 2, ISO 27001

Access controls: Role-based permissions

Real-World Examples of How Agreements Are Used

Two brief examples illustrate typical engagements and operational impacts when a clear agreement is in place.

Optica Ventures

A venture-backed firm engaged a valuation for a liquidity event

The valuator required audited financials and a three-week review period
Clear deliverables and fee terms reduced negotiation time and provided buyers with an auditable opinion for closing.

Martin Properties

A property management company needed valuation for a buy-sell clause

The agreement specified appraisal methods and permitted rely parties
Defined assumptions and retention rules made the valuation usable in a shareholder dispute resolution process.

Frequently Asked Questions About Business Valuation Agreements

Answers to common procedural and legal questions about drafting, signing, and relying on valuation engagements.

Need help? Contact support

Can a valuation agreement be signed electronically?
Yes. Electronic signatures are generally enforceable under the ESIGN Act (15 U.S.C. §7001) and UETA where adopted, provided intent, consent, attribution, and record retention requirements are met; confirm exceptions such as wills or certain court filings.
Do valuation agreements require notarization?
Not routinely; however, some states or specific transaction types may require notarization or witnesses for enforceability. For remote notarization check state RON rules and notary commission guidance.
What happens if provided financials are later found inaccurate?
The agreement should include data reliance and correction procedures. If misstatements materially affected the opinion, parties may renegotiate fees or seek remedies per the liability clause.
Who may rely on the valuation report?
Relying parties should be explicitly named in the agreement. Absent a named-reliance clause, third-party reliance may be limited or disclaimed, affecting admissibility and commercial use.
Is a BAA required for healthcare-related valuations?
Yes. If the valuation uses protected health information, include a Business Associate Agreement and ensure handling meets HIPAA retention and access controls (45 CFR §164.530(j)).
How should unsigned draft reports be handled?
Label drafts clearly, restrict distribution, and require a final signed report for reliance. Include a version-control clause and archive the audit trail showing who accessed drafts.

be ready to get more

Join over 28 million airSlate SignNow users

Sign Now