Are electronic signatures valid?

Yes. Electronic signatures meet federal requirements under the ESIGN Act (15 U.S.C. §7001) and are recognized under UETA in most states, provided the signature demonstrates intent, consent, attribution, and record retention.

When is notarization required?

Notarization is required when state law or a specific recording or filing need exists (for example, deed-related exclusions); check local requirements because notarization affects admissibility and recordation.

Who can sign on behalf of an entity?

Only an authorized officer, manager, or agent with documented authority should sign for an entity; include title and attach corporate resolutions or POA if authority may be questioned.

How do I revoke or amend an exclusion?

Revoke or amend only by a documented written amendment signed by the same parties or by following contractually specified procedures; maintain version control and attach amendments to the original.

Where should executed forms be stored?

Store originals or certified copies in a secure contract repository with backups; for electronic records ensure retention and reproduction capabilities to satisfy ESIGN and any sectoral rules.

What supporting documents should be attached?

Attach exhibits that identify excluded items (schedules, claim IDs, parcel descriptions), evidence of consideration, and any authority documents like resolutions or power of attorney.

Electronic Signature
Templates
Miscellaneous
Exclusion Agreement Form

Exclusion Agreement Form

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

EXCLUSION AGREEMENT FORM

This Exclusion Agreement ("Agreement") is made and entered into as of by and between:

Client Name: Address:

Service Provider Name: Address:

WHEREAS

WHEREAS, Client and Service Provider desire to define certain items, services, liabilities and responsibilities that shall be expressly excluded from the Services to be performed under any contemporaneous or future statement of work, purchase order or contract between the parties; and

WHEREAS, the parties acknowledge that exclusions may alter the scope of Services and the allocation of risk, and the parties intend by this Agreement to memorialize exclusions, any related price adjustments, and the parties' respective obligations with respect to excluded matters.

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

SCOPE OF EXCLUSIONS

The following categories are expressly excluded from the Services unless separately agreed in writing and signed by authorized representatives of both parties:

Exclusion of Liability for pre-existing conditions, defects or third-party acts Exclusion of specified services or deliverables Exclusion of specific property, locations or components

Describe Excluded Items and Rationale

Any exclusion expressly listed in the textarea above shall be considered a material part of the Parties' allocation of duties and risk. If a listed exclusion is subsequently accepted in writing by both parties, the exclusion will be removed only by an executed amendment that identifies price and schedule adjustments, if any.

PAYMENT TERMS

Base Fee for Services Payment Schedule / Invoicing Late Payment Fee Additional Compensation for Work Arising from Exclusions

If performance requires additional effort or materials resulting from Client-requested modifications to excluded items, Provider shall notify Client in writing and shall be entitled to reasonable additional compensation calculated pursuant to the hourly rate or a mutually agreed fixed price. Provider shall not be required to proceed with such additional work prior to Client's written authorization.

TERM AND TERMINATION

Term Start Date: Term End Date:

Notice Period to Terminate Without Cause

Either party may terminate this Agreement for material breach upon written notice if the breach is not cured within the notice period specified above. Provider may terminate immediately if Client fails to pay undisputed amounts or becomes insolvent. Upon termination, Client shall pay Provider for all Services performed and for reasonable close-out costs related to excluded items.

CONFIDENTIALITY

Each party shall hold Confidential Information of the other in strict confidence and shall not disclose such information to any third party except to the extent necessary to perform Services under this Agreement or as required by law. "Confidential Information" includes, without limitation, the contents of this Agreement, technical data, business processes, pricing, and any information clearly designated as confidential.

The confidentiality obligations do not apply to information that: (i) is or becomes generally available to the public through no fault of the receiving party; (ii) was rightfully in the receiving party's possession prior to disclosure; (iii) is rightfully received from a third party without restriction; or (iv) is independently developed without use of the disclosing party's Confidential Information.

GOVERNING LAW; DISPUTE RESOLUTION

Governing Law State

This Agreement shall be governed by and construed in accordance with the laws of the Governing Law State without regard to principles of conflicts of law. The parties shall seek to resolve disputes in good faith and may pursue remedies in any court of competent jurisdiction in the chosen state.

ENTIRE AGREEMENT; AMENDMENT

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations and agreements. No modification or amendment of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties.

REPRESENTATIONS; SEVERABILITY

Each party represents that it has the full power and authority to enter into this Agreement and that the person signing below is duly authorized to bind the party. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Client:

By:

Date:

Service Provider:

By:

Date:

What an Exclusion Agreement Form Is and When It’s Used

An Exclusion Agreement Form is a written contract used to define and document the exclusion of a person, claim, asset, or category of rights from a broader transaction, program, or legal relationship. Typical uses include settling disputes while excluding specific claims, removing an individual from a benefit group, clarifying excluded items in a sale, or confirming that particular liabilities remain outside the parties’ obligations. The form sets the scope of exclusion, identifies affected parties, records consideration or mutual releases, and states effective and termination dates so later enforcement and recordkeeping are clear.

Why a Clear Exclusion Agreement Matters

A properly drafted Exclusion Agreement reduces ambiguity, limits future disputes, and documents mutual intent. It gives parties certainty about what is excluded, who is bound, and when exclusions begin and end, aiding compliance and risk management.

Who Commonly Completes an Exclusion Agreement Form

Organizations and individuals use these forms when a transaction or settlement requires explicit carve-outs or a party must be excluded from rights or obligations.

In-house legal teams and outside counsel handling settlements, releases, or contract carve-outs.
Human resources and benefits administrators excluding individuals from payroll or benefit groups.
Business managers finalizing asset sales, lease exclusions, or carve-outs in M&A transactions.

The form is relevant for many roles across legal, HR, finance, and operations teams and should be routed to appropriate approvers before execution.

Core Elements of a Professional Exclusion Agreement Form

A complete form combines identity data, a precise exclusion scope, dates, consideration, signatures, and governing law to ensure enforceability and clarity.

Parties

Full legal names and entity types for each party, including signatory authority and contact details to establish who is bound.

Scope of Exclusion

A precise, itemized description of what is excluded (claims, assets, individuals), limiting ambiguity and future disputes.

Effective Date

The specific date exclusions begin; affects rights, obligations, and applicable statutes of limitation.

Consideration

Any payment, mutual release, or other exchange that supports enforceability; vague consideration can undermine the agreement.

Signature Blocks

Spaces for printed name, title, signature and date for each authorized signer and any required witnesses or notary.

Governing Law

Choice of state law and venue for disputes; this determines which statutes (including UETA or ESRA) apply to interpretation.

Required Data Elements at a Glance

Party Name: Full legal name

Address: Street, city, state, ZIP

Identifier: Account or claim number

Effective Date: MM/DD/YYYY

Consideration: Dollar amount or release

Signature: Signer name and date

Step-by-Step: Filling Out an Exclusion Agreement Form

Follow these core steps in order to complete a compliant and enforceable Exclusion Agreement.

01

Gather documents: Collect IDs, claim numbers, and supporting exhibits before you start.
02

Define exclusion: Write a precise description to avoid ambiguity and unintended breadth.
03

Confirm consideration: Record exact payments or mutual releases supporting the agreement.
04

Execute properly: Have authorized signers, witnesses, or notary sign as required by law.

How to Configure an Online Completion Workflow

Set up a digital workflow that assigns fields, defines signer order, and preserves an audit trail for compliance.

Field	Configuration
Signer Order	Sequential or parallel routing; choose based on approval needs
Authentication	Email link, SMS code, or stronger ID proofing
Attachments	Require supporting exhibits before final signature
Audit Trail	Capture timestamps, IP, and action log

Where to Send or File the Completed Form

Decide at the start whether the form is for private records, court filing, agency submission, or personnel files.

Internal Records: Place executed form in contract repository and HR or finance files as applicable.
Court Filing: File only if the exclusion is part of a court settlement or order.
Regulatory Submission: Send to agencies if statute requires notification or recordkeeping.
Third Parties: Deliver copies to counterparties, insurers, or escrow agents per contract terms.

Penalties and Risks from an Incorrect or Incomplete Form

Invalid Signature: May void the exclusion

Missing Consideration: Enforceability risk

Wrong Party: Creates unintended obligations

Absent Notarization: May block recording or proof

Late Submission: Regulatory penalties possible

Data Breach: HIPAA or privacy liability

Common Preparation Mistakes to Avoid

Vague exclusion language that leaves room for differing interpretations and later litigation over scope or intent.
Using informal or initialed versions without an explicit signature block and date, which can undermine enforceability.
Failing to confirm signer authority for entities, resulting in disputes over whether the party was validly bound.
Neglecting to include supporting exhibits or identifiers, causing confusion about which assets or claims are excluded.

Practical Tips for Accurate and Efficient Completion

Adopt a consistent review and routing process to reduce errors and speed execution.

Use precise, itemized exclusion language

Draft exclusions as a detailed list or schedule that can be cross-referenced to claim numbers, asset identifiers, or contract clauses; precision reduces litigation risk and simplifies enforcement.

Confirm signatory authority in advance

Verify corporate resolution, power of attorney, or HR authorization before routing for signature so the executed document is binding and not susceptible to challenge.

Include exhibits and identifiers

Attach or reference specific exhibits (e.g., schedules, claim IDs, asset serial numbers) so later parties can identify excluded items without ambiguity or extra discovery.

Preserve an audit trail for electronic execution

Keep timestamps, IP addresses, and signer authentication records to satisfy ESIGN/UETA requirements and to defend the agreement’s validity if challenged.

Who Typically Signs an Exclusion Agreement

Authorized Company Representative

A named officer or manager with corporate authority signs on behalf of an entity; include title and evidence of authority to reduce later challenges to execution and enforceability.

Individual or Excluded Party

The person or entity being excluded signs in their personal capacity; confirm identity and, when applicable, include witness or notary acknowledgement to strengthen evidentiary weight.

Illustrative Use Cases

Real-world scenarios show how exclusion agreements reduce ambiguity and keep transactions moving.

Commercial Sale Carve-Out

A seller excluded specific environmental claims from a purchase price adjustment

Exclusion listed by parcel and claim ID
The buyer and lender kept the sale on schedule because the carve-out language limited post-closing exposure and required specific notice procedures for covered claims.

Employee Benefit Exclusion

An employer excluded a terminated employee from bonus eligibility for a defined period

Agreement included dates and formula references
Clear definition of excluded pay types and an attached payroll schedule prevented payroll disputes and streamlined HR processing.

How to Update or Amend an Exclusion Agreement

Follow a controlled amendment process to preserve original intent and auditability.

01

Review original terms:

Identify amendment scope and cross-references

02

Draft amendment:

Use clear language and reference original effective date

03

Obtain approvals:

Follow internal signatory and legal review steps

04

Execute amendment:

Have the same authorized parties sign and date

05

Attach to originals:

Store amendment with the original agreement

06

Update registries:

Notify insurers, escrow agents, or registries if required

Digital Signing and Distribution Considerations

Choose an eSigning approach that satisfies legal requirements (intent, consent, attribution, retention) and your organization’s authentication standards.

Authentication Options: Email, SMS, KBA, or advanced ID proofing
File Formats: PDF and DOCX with audit trail
Integrations: Salesforce, NetSuite, Google Workspace

Typical eSignature Vendor Comparison for Executing Exclusion Agreements

Basic vendor differences are price, trial availability, bulk-send features, audit trails, HIPAA support, and envelope or usage caps; signNow is listed first for 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

Frequently Asked Questions About Exclusion Agreement Forms

Answers to common execution, validity, and retention questions when using Exclusion Agreement Forms, including electronic signature and notarization considerations.

Need help? Contact support

Are electronic signatures valid?
Yes. Electronic signatures meet federal requirements under the ESIGN Act (15 U.S.C. §7001) and are recognized under UETA in most states, provided the signature demonstrates intent, consent, attribution, and record retention.
When is notarization required?
Notarization is required when state law or a specific recording or filing need exists (for example, deed-related exclusions); check local requirements because notarization affects admissibility and recordation.
Who can sign on behalf of an entity?
Only an authorized officer, manager, or agent with documented authority should sign for an entity; include title and attach corporate resolutions or POA if authority may be questioned.
How do I revoke or amend an exclusion?
Revoke or amend only by a documented written amendment signed by the same parties or by following contractually specified procedures; maintain version control and attach amendments to the original.
Where should executed forms be stored?
Store originals or certified copies in a secure contract repository with backups; for electronic records ensure retention and reproduction capabilities to satisfy ESIGN and any sectoral rules.
What supporting documents should be attached?
Attach exhibits that identify excluded items (schedules, claim IDs, parcel descriptions), evidence of consideration, and any authority documents like resolutions or power of attorney.

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