Is an electronic signature legally binding?

Yes. Under the federal ESIGN Act (15 U.S.C. ch. 96) and state UETA laws, electronic signatures are generally enforceable if the parties demonstrate intent, consent to transact electronically, attribution to the signer, and reliable record retention. Exceptions like wills or some court filings may apply.

Do I need a notary or witnesses?

Most Business Working Agreements do not require notarization or witnesses to be enforceable, but specific transactions (real estate conveyances, certain powers of attorney) do. State rules and intended use determine whether notarization or witnesses are necessary; verify with the state notary commission or counsel.

How should parties sign electronically?

Use an eSignature solution that captures signer attribution, timestamp, and an audit trail. For consumer-facing agreements ensure ESIGN consumer disclosures are provided. For higher assurance, choose multi-factor or certificate-based authentication per industry requirements.

How long should I keep signed agreements?

Retain executed agreements for the full term plus applicable statutory periods. Follow federal baselines such as IRC §6501(a) (three years) and HIPAA (six years for healthcare records) and extend retention where state law or industry rules require longer storage.

What if a signer lacks authority?

Do not accept unsigned or unsigned-by-unauthorized-signers agreements. Verify corporate authority by obtaining board resolutions, signer titles, or power-of-attorney documentation. Lack of authority can render the contract voidable and may require ratification.

Can I use signNow for execution?

signNow is an eSignature platform that supports ESIGN and UETA compliance, SOC 2 Type II and HIPAA (BAA required), and uses TLS 1.2/1.3 and AES-256 encryption. Paid plans start at $8/user/month; Site License offers usage-based pricing.

Electronic Signature
Templates
Miscellaneous
Business Working Agreement

Business Working Agreement

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

BUSINESS WORKING AGREEMENT

This Business Working Agreement ("Agreement") is entered into as of by and between the following parties:

Party A Name: Party A Address: Party B Name: Party B Address:

RECITALS

WHEREAS, Party A is engaged in the business of providing goods and/or services and holds expertise, personnel, and resources relevant to the projects described herein;

WHEREAS, Party B desires to retain Party A to perform certain services and the parties wish to set forth their respective rights and obligations with respect to such services;

WHEREAS, the parties intend that this Agreement establish the business relationship, scope, compensation, confidentiality obligations, and terms of termination between them.

SCOPE OF WORK

Party A shall perform the services and deliverables as described below. Services shall be performed in a professional and workmanlike manner consistent with industry standards.

Detailed Scope of Work:

PAYMENT TERMS

In consideration for the performance of the services, Party B shall pay Party A in accordance with the terms set forth below. All payments are due in United States Dollars unless otherwise agreed in writing.

Total Contract Amount: Payment Schedule and Milestones: Late Payment Fee:

All invoices issued by Party A shall be payable within the time specified in the payment schedule. Unpaid amounts shall accrue interest at the rate set forth above and the prevailing collection costs, including reasonable attorneys' fees, shall be recoverable by the non‑breaching party.

TERM AND TERMINATION

This Agreement shall commence on and shall continue until unless earlier terminated in accordance with this Agreement.

Either party may terminate this Agreement for convenience upon days' prior written notice to the other party. Either party may terminate immediately for material breach that is not cured within thirty (30) days after written notice of such breach.

Upon termination, Party A shall deliver any completed work to date and Party B shall pay Party A for work performed through the effective date of termination, subject to any setoffs permitted by law or this Agreement.

CONFIDENTIALITY

For purposes of this Agreement, "Confidential Information" means non-public 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 use Confidential Information except to perform its obligations under this Agreement; and (c) not disclose Confidential Information to any third party except to employees, contractors, and advisors who have a need to know and who are bound by confidentiality obligations no less protective than those herein.

Confidential Information shall not include information that: (i) is or becomes generally available to the public without breach of this Agreement; (ii) was lawfully known to the receiving party prior to disclosure; (iii) is lawfully received from a third party without restriction; or (iv) is independently developed without use of Confidential Information. The receiving party may disclose Confidential Information to the extent required by law, provided the receiving party gives prompt notice and cooperates in seeking confidential treatment or a protective order.

INDEMNIFICATION AND LIMITATION OF LIABILITY

Each party shall indemnify, defend, and hold harmless the other party from and against claims arising from the indemnifying party's gross negligence, willful misconduct, or material breach of this Agreement. Except for liability arising from gross negligence, willful misconduct, or breach of confidentiality, neither party's aggregate liability under this Agreement shall exceed the amounts paid or payable to Party A 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 conflicts of law principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that state for purposes of any action arising under or relating to this Agreement.

ENTIRE AGREEMENT; AMENDMENT

This Agreement, together with any exhibits or schedules attached hereto, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral. Any amendment or modification of this Agreement must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect. No waiver of any breach shall be deemed a waiver of any subsequent breach. Neither party may assign this Agreement without the prior written consent of the other, except that either party may assign to an affiliate or in connection with a merger or sale of substantially all of its assets.

Party A:

By:

Date:

Party B:

By:

Date:

What a Business Working Agreement Is and When It Applies

A Business Working Agreement is a written contract that defines the terms between parties collaborating on a project or ongoing work relationship. It specifies roles, scope of services, payment terms, timelines, intellectual property ownership, confidentiality provisions, termination conditions and dispute resolution procedures. The agreement provides clarity about responsibilities and expectations to reduce misunderstandings and legal exposure. Tailor language to the specific transaction, ensure authorized signatories execute the document, and retain signed copies according to applicable retention rules. Electronic execution is generally enforceable under federal ESIGN and state UETA or equivalent statutes.

Why a Clear Business Working Agreement Matters

A clear Business Working Agreement reduces disputes, clarifies payment and deliverables, and documents authority and liability. It supports enforceability in court and simplifies audits or compliance reviews. Electronic signatures that meet ESIGN/UETA standards preserve legal validity for interstate and intrastate transactions.

Who Commonly Prepares and Signs These Agreements

Businesses, contractors, freelancers, and professional service firms commonly use Business Working Agreements to set expectations and assign responsibility.

Small businesses and startups: define deliverables, payment milestones, and termination terms to limit disputes.
Freelancers and independent contractors: document scope of work, IP assignment, and invoicing schedules.
Agencies and vendors: include SLAs, change-order processes, and acceptance criteria for deliverables.

Use tailored templates for industry specifics and confirm signatory authority before execution to ensure enforceability.

Core Components to Include in a Business Working Agreement

A professional Business Working Agreement organizes obligations, payment, timelines, intellectual property, confidentiality and dispute resolution into clear, enforceable clauses tailored to the parties' relationship.

Parties

Identify each contracting party by full legal name, entity type, and principal place of business; include authorized representative names and title to establish signing authority and attribution.

Scope of Work

Describe services, deliverables, milestones and acceptance criteria with sufficient specificity to limit future disputes and to define invoicing events and payment triggers. Attach exhibits for schedules or specs.

Payment Terms

Specify fees, billing intervals, due dates, late-payment penalties, and invoicing procedures; clarify reimbursement for expenses, retainers, deposits, and acceptable payment methods, including currency and tax responsibility.

IP & Confidentiality

Allocate ownership of work product, license rights, and preexisting IP; include non-disclosure obligations, permitted disclosures, and duration of confidentiality obligations after termination, and carve-outs for legal disclosures.

Term & Termination

State effective date, contract term, renewal mechanics, notice periods, cure rights, termination for convenience and material breach, and post-termination obligations such as transition assistance and final accounting.

Dispute Resolution

Choose governing law, venue or arbitration, small-claims exceptions, procedures for injunctive relief, and allocation of legal fees or a prevailing-party clause to limit litigation costs.

Step-by-Step: Preparing and Executing the Agreement

Follow these steps to complete and execute a Business Working Agreement accurately, whether using paper or an electronic signing platform.

01

Gather Parties: Collect legal names, addresses, and authority documentation for all parties.
02

Define Scope: Write clear deliverables, milestones, and acceptance criteria.
03

Set Terms: Specify payment, timelines, IP, confidentiality, and termination.
04

Execute: Ensure authorized signers sign and date with appropriate authentication.

Typical Routing: From Draft to Final Signed Agreement

Routing and execution typically follow a simple workflow from document assembly through signature capture to storage and distribution.

Assemble: Upload template and attach exhibits.
Place Fields: Add signatures, initials, dates, and conditional fields.
Send: Email signers or create a secure signing link.
Record: Store final signed PDF with audit trail.

Online Setup: Common Configuration Options

Configure online settings to match your process: authentication level, template reuse, bulk sending, and storage preferences.

Field	Configuration
Authentication	Email link, SMS code, or KBA
Bulk Send	Prepare recipient lists and attach unique fields
Conditional Fields	Show or hide fields based on signer inputs
Templates	Save reusable documents with prefilled fields and roles
File Formats	PDF, DOCX accepted; final output PDF signed

Platform Checklist for Electronic Execution

Choose a signing platform that supports your authentication, storage, and integration requirements including SSO, audit trails, and API access.

Integrations: Salesforce, NetSuite, Google Workspace supported.
File Types: PDF, DOCX, HTML accepted.
Security: AES-256 at rest; TLS in transit.

Key Dates and Contract Deadlines to Document

Key dates and deadlines protect rights and payment expectations; document signature windows, notice periods, and milestone dates clearly.

Effective Date:

Date obligations begin; affects performance and limitation periods.

Signature Deadline:

Deadline for execution, often set to 30 days from issue.

Payment Schedule:

Due dates tied to milestones, net terms, and invoicing intervals.

Notice Periods:

Timeframes for termination, cure, and change-order notices.

Record Retention:

Retain executed agreement per retention policy, see retention timeline.

Common Preparation Mistakes to Avoid

Using vague scope language that fails to describe deliverables and acceptance criteria, leaving open disputes about whether work meets contractual obligations.
Failing to confirm signature authority so a party signs without proper capacity, which can invalidate commitments or require ratification by the organization.
Omitting payment details such as currency, taxes, or expense reimbursement, resulting in billing disputes and delayed payments.
Not specifying governing law, venue, or dispute resolution process, which increases litigation risk and uncertainty for enforcement.

Short Risks and Consequences of Errors

Unenforceable Terms: Ambiguous obligations may render clauses unenforceable.

Authority Risk: Signatures without authority can void agreement.

Tax Exposure: Improper payment classification triggers IRS penalties.

I-9/Employment: Incorrect classification risks DHS fines.

Data Breach: Poor confidentiality exposes PHI and liability.

Notarization Errors: Missing acknowledgements can hamper recordation.

Essential Data Elements to Include

Party Names: Full legal names of all parties

Addresses: Street address, city, state, ZIP

Scope: Concise description of services or goods

Payment: Amount, schedule, currency, tax responsibility

Signatures: Signed and dated by authorized signers

Attachments: Exhibits, schedules, and change orders

eSignature Vendor Pricing and Feature Comparison for Business Working Agreements

Comparison of common eSignature plan features and starting prices for handling a Business Working Agreement; signNow appears first per vendor ordering rules.

	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	Varies by vendor; check vendor plans	Varies by vendor; check vendor plans	Varies by vendor; check vendor plans	Varies by vendor; check vendor plans
Bulk Send	Available (Business Premium includes bulk send)	Available on higher-tier or enterprise plans	Available on higher-tier or enterprise plans	Available on higher-tier or enterprise plans	Limited or plan-dependent by vendor plan
Audit Trail	Yes — detailed audit trail included	Yes — audit trail included	Yes — audit trail provided	Yes — audit history provided	Yes — audit trail included
HIPAA Compliant	Yes — BAA available upon request	Yes — BAA available upon request	Yes — BAA available upon request	No — BAA not available on standard plans	No — BAA not available on standard plans

Practical Examples from Real Organizations

Real-world examples show how different organizations use Business Working Agreements to speed execution and preserve compliance.

Martin Properties

Martin Properties used an online Business Working Agreement to streamline lease and vendor engagements across mobile and desktop channels.

Faster execution and consistent compliance tracking.
"I can process and execute all of these documents online with 100% compliance and built-in security. Whether on mobile or working offline, I can get forms back to their necessary parties efficiently."

Fertility Centers of Illinois

Fertility Centers of Illinois adopted an electronic Business Working Agreement to collect signatures for patient consent and vendor service contracts across clinics.

Enabled secure, auditable consent workflows.
John Butler noted the platform's responsive support and useful API integration, stating that the service met their needs and supported clinic workflows without compromising security or compliance, and that choosing the provider simplified operations.

FAQs: Signing, Validity, and Storage Questions

Answers to frequent questions about completing, signing, and storing a Business Working Agreement, including eSignature validity and recordkeeping expectations.

Need help? Contact support

Is an electronic signature legally binding?
Yes. Under the federal ESIGN Act (15 U.S.C. ch. 96) and state UETA laws, electronic signatures are generally enforceable if the parties demonstrate intent, consent to transact electronically, attribution to the signer, and reliable record retention. Exceptions like wills or some court filings may apply.
Do I need a notary or witnesses?
Most Business Working Agreements do not require notarization or witnesses to be enforceable, but specific transactions (real estate conveyances, certain powers of attorney) do. State rules and intended use determine whether notarization or witnesses are necessary; verify with the state notary commission or counsel.
How should parties sign electronically?
Use an eSignature solution that captures signer attribution, timestamp, and an audit trail. For consumer-facing agreements ensure ESIGN consumer disclosures are provided. For higher assurance, choose multi-factor or certificate-based authentication per industry requirements.
How long should I keep signed agreements?
Retain executed agreements for the full term plus applicable statutory periods. Follow federal baselines such as IRC §6501(a) (three years) and HIPAA (six years for healthcare records) and extend retention where state law or industry rules require longer storage.
What if a signer lacks authority?
Do not accept unsigned or unsigned-by-unauthorized-signers agreements. Verify corporate authority by obtaining board resolutions, signer titles, or power-of-attorney documentation. Lack of authority can render the contract voidable and may require ratification.
Can I use signNow for execution?
signNow is an eSignature platform that supports ESIGN and UETA compliance, SOC 2 Type II and HIPAA (BAA required), and uses TLS 1.2/1.3 and AES-256 encryption. Paid plans start at $8/user/month; Site License offers usage-based pricing.

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