Is an electronic signature legally valid?

Yes, electronic signatures are legally valid under the ESIGN Act (15 U.S.C. §7001) and UETA where adopted, provided intent, consent, attribution, and record retention are documented in the process.

When is stronger authentication required?

Use multi-factor, KBA, or certificate-based authentication for high-risk transactions, regulated records, or when contract terms require reduced repudiation risk.

Do I need a notary for every agreement?

Not necessarily. Notarization and witness rules vary by state and document type; include notary clauses only where state law or the transaction requires notarization.

How do I handle name mismatches?

Require signers to use their full legal name and attach identity evidence when necessary; mismatches should be corrected before acceptance to prevent enforceability disputes.

What about HIPAA and business associates?

If PHI is involved include a signed Business Associate Agreement and ensure the platform provides a BAA and meets HIPAA administrative, physical, and technical safeguard requirements.

How do I obtain a long-term copy?

Export a signed PDF with embedded audit trail and certificate of completion; retain in an access-controlled archive and export to PDF/A when required for long-term reproducibility.

Electronic Signature
Templates
Miscellaneous
ESignature Client Agreement

eSignature Client Agreement

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

eSIGNATURE CLIENT AGREEMENT

This eSignature Client Agreement ("Agreement") is made effective as of by and between Service Provider Name: and Client Name: .

Service Provider Address Client Address

WHEREAS

WHEREAS, Service Provider is engaged in the business of providing professional services and solutions described herein and possesses the expertise, personnel, and resources necessary to perform the services; and

WHEREAS, Client desires to engage Service Provider to perform the services on the terms and conditions set forth in this Agreement and Service Provider agrees to perform such services for Client pursuant to this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the parties agree as follows.

SCOPE OF WORK

Description of Services

PAYMENT TERMS

Client shall pay Service Provider the total fee of $ payable in accordance with the schedule set forth below. All amounts are due in U.S. dollars unless otherwise agreed in writing.

Payment Schedule and Milestones

Unless otherwise stated in the payment schedule, Client shall pay invoices within days of receipt. Overdue amounts shall accrue interest at a rate of % per month (or the maximum permitted by law), plus any collection costs, including reasonable attorneys' fees.

TERM AND TERMINATION

This Agreement commences on the Start Date: and continues until the End Date: unless earlier terminated in accordance with this Agreement.

Either party may terminate this Agreement for convenience upon written notice to the other party delivered at least days prior to the intended termination date. Either party may terminate immediately for material breach that remains uncured for a period of thirty (30) days following written notice of such breach.

CONFIDENTIALITY

"Confidential Information" means any 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. The receiving party shall (i) hold Confidential Information in confidence using at least the same degree of care it uses to protect its own confidential information but not less than a reasonable standard of care, (ii) not disclose Confidential Information to any third party except as permitted by this Agreement, and (iii) use Confidential Information only to perform its obligations under this Agreement. The foregoing obligations shall not apply to information that is publicly available, rightfully received from a third party without restriction, independently developed without use of the other party's Confidential Information, or required to be disclosed by law subject to advance notice to the disclosing party where permitted.

INTELLECTUAL PROPERTY

Unless otherwise agreed in writing, Service Provider retains all right, title and interest in pre-existing materials, methodologies, tools, and know-how. Client is granted a non-exclusive, non-transferable license to use deliverables provided under this Agreement solely for Client's internal business purposes upon full payment of all fees. To the extent any deliverables constitute a work made for hire under applicable law, ownership shall vest in Client upon full payment; otherwise, Service Provider hereby assigns to Client all right, title and interest in deliverables upon full payment, subject to Service Provider's retained rights in pre-existing materials.

LIMITATION OF LIABILITY

EXCEPT FOR LIABILITY ARISING FROM WILLFUL MISCONDUCT, GROSS NEGLIGENCE, OR A PARTY'S BREACH OF CONFIDENTIALITY OR INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES. THE AGGREGATE LIABILITY OF EITHER PARTY ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE BY CLIENT UNDER THIS AGREEMENT DURING THE SIX (6) 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 conflict of laws principles. The parties submit to the exclusive jurisdiction of the state and federal courts located in that state for any action arising out of or relating to this Agreement.

ENTIRE AGREEMENT

This Agreement, including any exhibits or attachments incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations, and communications, whether written or oral. Any modification or amendment of this Agreement must be in writing and signed by both parties.

NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered to the contact information below or such other address as a party designates by notice to the other party.

Service Provider Contact Name Service Provider Contact Email Client Contact Name Client Contact Email

Service Provider (Printed Name):

By:

Date:

Client (Printed Name):

By:

Date:

What the eSignature Client Agreement Is and Why It Matters

An eSignature Client Agreement is a written contract that sets the terms for executing, managing, and relying on electronic signatures between a service provider and its clients. It describes permitted signature methods, authentication requirements, record retention, and responsibilities for secure storage and access. In the United States electronic signatures are recognized under the ESIGN Act (15 U.S.C. §7001) and state UETA statutes where adopted; the agreement documents consent to electronic records and the process used to capture them to ensure legal enforceability and operational consistency.

Why a Clear eSignature Client Agreement Reduces Risk

A concise eSignature Client Agreement clarifies legal consent, assigns responsibility for authentication and retention, and documents the chain of custody for digitally executed records, reducing disputes and compliance gaps.

Typical parties who prepare or sign the agreement

Teams that issue or receive signed documents rely on this agreement to set expectations and legal footing before using electronic signatures.

Legal and compliance teams: draft, review, and approve signature methods and retention policies to meet regulatory obligations.
Procurement and sales teams: ensure contract flows and signature sequencing are configured for timely execution and revenue recognition.
Client or vendor signatories: individuals with authority to bind their organization who must provide consent to electronic transactions.

Use the bullets below to identify which role in your organization should own the agreement and who typically signs on behalf of counterparties.

Who Signs and What Authority They Need

Client Representative

A named employee with delegated contracting authority who can consent to electronic records and confirm the organization will accept electronic copies. This person typically signs on the client side and confirms who within the client organization may sign subsequent documents.

Authorized Signer

An officer or manager legally authorized to execute agreements for the company; signing authority should be documented in a corporate resolution or other governance record to prevent later challenges to the signature's validity.

Step-by-step: completing the eSignature Client Agreement

Follow these core steps to prepare, issue, and finalize an eSignature Client Agreement using an electronic signing workflow.

01

Prepare document: Assemble terms, party details, and required fields before routing.
02

Place fields: Add signature, date, and required conditional fields on each page.
03

Set authentication: Choose signer verification (email, SMS OTP, or KBA) per risk level.
04

Send and track: Deliver signing link and monitor completion with an audit trail.

How electronic signing and delivery typically flow

The following four actions describe the usual routing and verification sequence for online eSignature processing.

Upload: Sender uploads the agreement in PDF or DOCX format and maps fields.
Authenticate: Recipient verifies identity via chosen method before signing.
Sign: Signer applies a signature; the system timestamps and captures IP.
Archive: Signed document and audit trail are stored for retention and retrieval.

Common workflow settings to configure

Configure these options to match legal requirements and reduce signer friction.

Field	Configuration
Authentication	Email, SMS OTP, KBA, or certificate-based per risk
Signing Order	Sequential or parallel routing to control execution sequence
Reminders	Automated email reminders frequency and escalation
Audit Capture	Enable IP, timestamp, and action logs for each signer

Platform and file-format considerations

Confirm the signing platform supports required formats, integrations, and authentication before executing high-risk agreements.

File formats: PDF, DOCX, and flat HTML supported for reliable rendering
Integrations: CRM and storage connectors reduce manual handling
Security: TLS 1.2/1.3 in transit; AES-256 at rest required

Key elements to include in a professional agreement

Ensure the agreement covers responsibilities, signature mechanics, authentication, and retention to make electronic execution straightforward and defensible.

Parties and scope

Identify each contracting party by legal name and specify which documents or categories of documents are covered by electronic execution and acceptance.

Signature methods

List allowed signature types (typed, drawn, uploaded image, PKI) and indicate when a higher-assurance method is required for particular transactions.

Authentication requirements

Define acceptable authentication levels (email, SMS OTP, KBA, certificate) and tie them to transaction risk or regulatory needs.

Audit and recordkeeping

Require capture of an audit trail with timestamps, IP addresses, signer actions, and a tamper-evident record retained for the required period.

Data protection

Specify encryption, access controls, and any required Business Associate Agreement for HIPAA-regulated data.

Amendment and withdrawal

Describe how the agreement may be amended, how consent to electronic records can be withdrawn, and the effect of withdrawal for existing signed records.

Download, export, and supporting-document options

Include export and attachment rules so executed files are portable and admissible in dispute resolution.

Export formats

Provide signed PDFs with embedded audit trails and option to export DOCX or flattened PDFs for archival.

Certificate of completion

Attach a human-readable certificate summarizing signer identity, authentication method, timestamps, and IP addresses.

Supporting exhibits

List required attachments such as scopes of work, price schedules, or identity documents to be stored with the executed agreement.

Retention export

Ensure long-term storage exports conform to PDF/A or agreed archival formats for reproducibility.

Practical tips for accurate and efficient completion

Adopt a consistent approach to field placement, authentication, and retention to reduce errors and speed execution.

Standardize templates across teams

Keep a single approved template to avoid inconsistent terms; version control reduces negotiation friction and audit questions.

Use clear signer instructions

Add short helper text near signature fields explaining required authentication and where the signer can view the full audit record.

Map fields to downstream systems

Auto-populate CRM or ERP fields to prevent transcription errors and accelerate processing after signature completion.

Retain the full audit trail

Store an immutable record of the signing process including timestamps, IP addresses, and signer authentication logs to support enforceability.

Common mistakes to avoid when preparing this agreement

Failing to document consent to electronic records creates uncertainty about whether ESIGN protections apply and can lead to enforceability disputes.
Permitting weak or inconsistent authentication across document types increases exposure to repudiation or fraud claims.
Leaving retention and export requirements unspecified can cause noncompliance with HIPAA, IRS, or other regulatory retention rules.
Neglecting to align corporate signatory authority with the agreement allows later challenges that can delay enforcement or collections.

Key legal and financial risks of an incomplete agreement

Invalid signature: Contract may be unenforceable

Late filing penalties: Tax penalties under IRC §6721

I-9 violations: Civil fines per 8 CFR §274a.2

HIPAA breach: Potential fines and corrective action

Contract dispute: Increased litigation risk and costs

Data breach: Notification costs and reputational harm

Deadlines and timing considerations to record in the agreement

Document required notification windows and filing deadlines that affect how quickly signed records must be processed or produced.

W-9 delivery:

Provide upon request; retain for payer records

1099-NEC deadline:

Recipient and IRS due by January 31

Form 1040 filing:

April 15 standard deadline unless extended

I-9 retention:

Retain per 8 CFR §274a.2 rules

HIPAA record access:

Respond to access requests per 45 CFR parts

Key milestones from draft to archival

Track these numbered milestones so each stage has a clear owner and time expectation.

01

Draft Approval

Legal and stakeholders review and approve template language.

02

Signature Issued

Sender routes the document and configures authentication and reminders.

03

Execution Complete

All parties sign and audit trail is captured and locked.

04

Archive and Retain

Signed file and audit trail exported to retention storage per policy.

Typical vendor pricing and feature comparison for eSignature services

Compare per-user pricing and key feature caps across common eSignature vendors; signNow appears first for column alignment and pricing accuracy.

	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 (Business Premium)	Varies by plan	Varies by plan	Varies by plan	Varies by plan
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No
Envelope Cap	No cap	100 envelopes/user/year	Varies by plan	Varies by plan	Varies by plan

Real-world examples showing how organizations use the agreement

These short case notes illustrate common outcomes when organizations pair a clear agreement with an eSignature platform.

Optica Ventures

The interface was easy for our team and clients to use, improving turnaround.

The form flow reduced manual follow-up.
As COO Brian Fitzgibbons noted, usability combined with clear signing terms simplified execution and sped deal cycles while preserving an audit trail for compliance.

Fertility Centers of Illinois

API integration allowed automated routing and storage across systems.

The audit trail supported clinical recordkeeping.
John Butler reported responsive support and reliable compliance, enabling the clinic to manage patient consent workflows securely and consistently across devices.

Frequently asked questions and troubleshooting

Answers to common legal, technical, and process questions encountered when preparing or executing an eSignature Client Agreement.

Need help? Contact support

Is an electronic signature legally valid?
Yes, electronic signatures are legally valid under the ESIGN Act (15 U.S.C. §7001) and UETA where adopted, provided intent, consent, attribution, and record retention are documented in the process.
When is stronger authentication required?
Use multi-factor, KBA, or certificate-based authentication for high-risk transactions, regulated records, or when contract terms require reduced repudiation risk.
Do I need a notary for every agreement?
Not necessarily. Notarization and witness rules vary by state and document type; include notary clauses only where state law or the transaction requires notarization.
How do I handle name mismatches?
Require signers to use their full legal name and attach identity evidence when necessary; mismatches should be corrected before acceptance to prevent enforceability disputes.
What about HIPAA and business associates?
If PHI is involved include a signed Business Associate Agreement and ensure the platform provides a BAA and meets HIPAA administrative, physical, and technical safeguard requirements.
How do I obtain a long-term copy?
Export a signed PDF with embedded audit trail and certificate of completion; retain in an access-controlled archive and export to PDF/A when required for long-term reproducibility.

be ready to get more

Join over 28 million airSlate SignNow users

Sign Now