Are electronic signatures valid for IMAs?

Yes. Electronic signatures are legally enforceable under the federal ESIGN Act (15 U.S.C. ch. 96) and state UETA implementations in most jurisdictions. Ensure the signature method demonstrates intent, consent, attribution, and retained reproducible records to meet legal tests.

When is a notarization or witness required?

Most commercial services agreements do not require notarization or witnesses. Check state-specific rules if the document transfers real property rights or contains statutory language that triggers witness or notarization requirements.

How do I amend an executed IMA?

Amendments should be in writing, reference the original agreement, list changed provisions, and be signed by the same authorized signers or as the agreement’s amendment clause specifies to avoid enforceability disputes.

What if a signer lacks authority?

If a signer lacked authority at execution, other remedies include ratification by the proper corporate officer, re-execution with an authorized signer, or pursuing estoppel if reliance occurred—legal counsel can advise on the best path.

Can I rely on a scanned signed PDF?

Scanned PDFs are admissible when accompanied by evidence of execution and chain-of-custody; however, native eSignature platforms that produce tamper-evident PDFs and audit trails reduce proof burdens in disputes.

How should executed IMAs be stored?

Store signed agreements in a secure, access-controlled repository with backup copies and retention schedules aligned to corporate policy and regulatory requirements such as IRS, HIPAA, or industry-specific rules.

Electronic Signature
Templates
Legal
IMA Services Agreement

IMA Services Agreement

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

IMA SERVICES AGREEMENT

This IMA Services Agreement ("Agreement") is entered into as of by and between Client Name: a Corporation Limited Liability Company Individual, with principal place of business at ; and Service Provider Name: a Corporation Limited Liability Company Individual, with principal place of business at .

RECITALS

WHEREAS, Client desires to retain Provider to perform certain investment management advisory and related services in accordance with the terms and conditions set forth herein; and

WHEREAS, Provider represents that it has the requisite expertise, personnel and resources to perform the services described in this Agreement and is willing to provide such services to Client on the terms stated herein; and

WHEREAS, the parties desire to set forth their respective rights and obligations with respect to the engagement and performance of those services.

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

1. SERVICES

1.1 Scope. Provider shall provide the services described in the Scope of Services attached hereto and incorporated herein, including advisory, monitoring, reporting and implementation tasks reasonably necessary to perform the engagement ("Services"). The parties may describe specific deliverables, milestones and acceptance criteria in a Statement of Work executed by both parties.

Scope of Services (describe primary responsibilities)

2. TERM

2.1 Term. The term of this Agreement shall commence on the Commencement Date below and shall continue for the period set forth in this Section unless terminated earlier in accordance with Section 10.

Commencement Date: . Initial Term: Extensions shall occur only by written amendment.

3. FEES AND PAYMENT

3.1 Fees. Client shall pay Provider the fees set forth in each applicable Statement of Work or fee schedule. Fees shall be invoiced in accordance with the schedule specified therein.

Standard Fee (if applicable)

3.2 Payment Terms. Unless otherwise stated in a Statement of Work, Client shall pay undisputed invoices within days of receipt. Late payments shall accrue interest at or the maximum permitted by law, whichever is less.

4. EXPENSES

Provider shall be reimbursed for reasonable, documented out-of-pocket expenses incurred in performing Services, provided such expenses are pre-approved by Client in writing. Reimbursement requests shall be accompanied by receipts and reasonable supporting documentation.

5. INTELLECTUAL PROPERTY

5.1 Ownership. Except as otherwise provided in a Statement of Work, Provider retains all right, title and interest in and to Provider's pre-existing materials, tools, methodologies, know-how and software ("Provider IP"). Client shall own all deliverables that are custom-created for Client under this Agreement and expressly identified as deliverables in the applicable Statement of Work, subject to Provider's ownership rights in any Provider IP embedded therein.

5.2 License. To the extent Provider IP is incorporated into Client deliverables, Provider hereby grants Client a non-exclusive, worldwide, royalty-free license to use such Provider IP for Client's internal business purposes during the term of this Agreement and thereafter to the extent necessary to use the deliverables.

6. CONFIDENTIALITY

6.1 Definition. "Confidential Information" means non-public information disclosed by a party that is designated confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

6.2 Obligations. Each party shall (a) protect Confidential Information of the other party with at least the same degree of care it uses to protect its own confidential information, (b) use Confidential Information only to perform its obligations or exercise its rights under this Agreement, and (c) not disclose Confidential Information to any third party except to employees, contractors or advisors who need access to perform the Agreement and who are bound by confidentiality obligations at least as protective as those herein.

Confidentiality Period

7. REPRESENTATIONS AND WARRANTIES

Each party represents and warrants that it has full corporate power and authority to enter into this Agreement and to perform its obligations hereunder, and that performance of its obligations will not violate any applicable law or contractual obligation.

8. INDEMNIFICATION

8.1 Provider Indemnity. Provider shall indemnify, defend and hold harmless Client and its officers, directors and employees from and against any third-party claims arising out of Provider's gross negligence, willful misconduct, or material breach of this Agreement, provided Client gives prompt notice and reasonable cooperation in the defense.

8.2 Client Indemnity. Client shall indemnify, defend and hold harmless Provider from and against third-party claims arising from Client's breach of representations, misuse of deliverables, or Client's gross negligence or willful misconduct.

Indemnity Cap (aggregate)

9. LIMITATION OF LIABILITY

EXCEPT FOR LIABILITY ARISING FROM A PARTY'S GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR BREACH OF CONFIDENTIALITY OR INDEMNITY OBLIGATIONS, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR SPECIAL, CONSEQUENTIAL, INDIRECT, INCIDENTAL OR PUNITIVE DAMAGES. A PARTY'S AGGREGATE LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED THE AMOUNTS ACTUALLY PAID TO PROVIDER BY CLIENT UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

10. TERMINATION

10.1 Termination for Convenience. Either party may terminate this Agreement for convenience upon thirty (30) days' prior written notice to the other party.

10.2 Termination for Cause. Either party may terminate this Agreement effective immediately upon written notice if the other party materially breaches this Agreement and fails to cure such breach within thirty (30) days after receipt of written notice specifying the breach.

10.3 Effect of Termination. Upon termination, Client shall pay Provider for Services performed and expenses incurred through the effective date of termination. Provider shall deliver to Client all work in progress and transition materials reasonably necessary to effect an orderly wind-down upon payment of fees and expenses incurred to the date of termination.

Transition Assistance (post-termination)

11. INSURANCE

Provider shall, at its expense, maintain insurance customary for the services provided, including professional liability/errors and omissions and commercial general liability insurance with limits sufficient to cover its obligations under this Agreement. Provider shall provide certificates of insurance upon Client's reasonable request.

12. SUBCONTRACTING AND ASSIGNMENT

Provider may engage subcontractors to perform portions of the Services, provided Provider remains responsible for subcontractor performance and compliance with this Agreement. Neither party may assign this Agreement without the prior written consent of the other party, except to a successor to substantially all of its business.

13. TAXES

Each party shall be responsible for its own taxes arising from the performance of this Agreement. Provider shall be solely responsible for employment taxes and other obligations with respect to its personnel. Client shall not withhold any taxes from payments to Provider unless required by law.

14. INDEPENDENT CONTRACTOR

Provider is an independent contractor. Nothing in this Agreement shall be construed to create an employment relationship, joint venture, partnership or agency between the parties. Provider shall control the manner and means of performing the Services.

15. NOTICES

All notices required or permitted under this Agreement shall be in writing and shall be delivered to the addresses below by certified mail, overnight courier, or personal delivery and shall be effective upon receipt.

Client Notice Contact Client Notice Address Provider Notice Contact Provider Notice Address

16. AMENDMENTS; WAIVER; COUNTERPARTS

No amendment or modification of this Agreement shall be effective unless made in writing and signed by authorized representatives of both parties. No failure or delay by either party in exercising any right shall operate as a waiver of that right. This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one instrument.

17. GOVERNING LAW; VENUE

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 consent to the exclusive jurisdiction and venue of the state and federal courts located in such state for resolution of disputes.

18. ENTIRE AGREEMENT; SEVERABILITY

This Agreement, including all Statements of Work and attachments hereto, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings and representations, written or oral. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be severed and the remaining provisions shall continue in full force and effect.

19. MISCELLANEOUS

The headings in this Agreement are for convenience of reference only and shall not affect interpretation. Each party warrants that the individual signing on its behalf has the authority to bind that party. The parties agree to cooperate and execute such further documents as may be reasonably necessary to effectuate the intent of this Agreement.

Client:

By:

Date:

Provider:

By:

Date:

What the IMA Services Agreement Is and When It Applies

The IMA Services Agreement is a written contract that defines the scope, deliverables, payment terms, and legal obligations between a service provider (the firm or individual delivering services) and a client. It sets performance standards, milestones, reporting cadence, confidentiality obligations, intellectual property allocation, and termination rights. For many organizations the IMA clarifies billing and acceptance criteria, reduces dispute risk, and provides the operational detail necessary for procurement, finance, and legal teams to approve work. Use the document whenever a repeatable services relationship is established or when commissioning a defined project with measurable deliverables.

Why an IMA Services Agreement Matters for Risk and Clarity

A clear IMA reduces ambiguity about performance, payment, and IP ownership while documenting remedies for breach. Well-drafted agreements support enforceability under federal and state e-signature laws such as the ESIGN Act (15 U.S.C. ch. 96) and most state UETA statutes, and they make operational handoffs easier for finance and compliance teams.

Who Typically Completes an IMA Services Agreement

Multiple teams work together to complete an IMA: legal, procurement, finance, and the operational manager who will oversee delivery.

Procurement and Sourcing teams: negotiate commercial terms and ensure contract alignment with corporate templates.
Legal and Compliance reviewers: validate IP, indemnities, liability caps, and data-protection clauses.
Project or Operations managers: confirm scope, milestones, acceptance criteria, and resource commitments.

Final signers typically include an authorized executive from the provider and a contracting officer or authorized signatory from the client; confirm signing authority before execution.

Core Clauses to Include in a Professional IMA

A robust IMA covers commercial, operational, and legal topics so both parties understand obligations, risk allocation, and escalation paths.

Scope of Services

Define specific deliverables, acceptance criteria, milestones, and any excluded services so performance expectations are unambiguous.

Term & Renewal

State the initial term, renewal mechanics, notice windows, and early-termination rights with concrete timelines and effects on payment.

Compensation

Detail fees, invoicing cadence, payment terms, expenses, withholding responsibilities, and remedies for late payment.

Confidentiality

Specify confidential categories, permitted disclosures, data handling, and duration of confidentiality obligations post-termination.

Intellectual Property

Allocate ownership or license rights for work product, pre-existing IP, and outline assignment or transfer mechanics.

Liability & Indemnities

Set limits on direct and consequential damages, carve-outs for gross negligence, and mutual indemnity terms where appropriate.

Essential Information to Capture in the Agreement

Party Names: Full legal names

Addresses: Street, city, state, ZIP

Scope Summary: Concise deliverable list

Compensation: Amounts and schedule

Effective Date: MM/DD/YYYY format

Signatures: Authorized signer details

Step-by-Step: How to Complete the IMA Services Agreement

Follow these sequential steps to prepare, review, and finalize the agreement while keeping auditability and record retention in mind.

01

Draft Core Terms: Populate scope, term, and compensation first.
02

Attach Exhibits: Add detailed schedules and SOWs as exhibits.
03

Legal Review: Have counsel review IP, indemnity, and liability sections.
04

Execute Contracts: Obtain authorized signatures and date the agreement.

How to Configure an Online Signing Workflow for the IMA

Set up the digital workflow so signers receive, authenticate, and return the agreement without delays; map fields to your internal processes.

Field	Configuration
Signers	Role-based order or parallel signing
Authentication	Email link, SMS code, or stronger verification
Templates	Use a template for repeatable clauses and exhibits
Notifications	Email reminders and completion receipts

Where to Send or File the Executed IMA

Determine the authoritative destinations for the signed agreement to support legal, finance, and operational access.

Counterparty: Send executed copy to the client and provider
Corporate Records: File a copy with corporate contracts repository
Finance / AP: Deliver invoice schedule to accounts payable
Legal / Compliance: Retain a copy for regulatory and audit review

Digital Signing and Format Requirements

Choose a signing platform that supports common formats and strong audit trails; confirm it meets your security and privacy obligations.

File Formats: PDF, DOCX supported
Authentication: Email, SMS, or MFA
Integrations: CRM, ERP, cloud storage

Key Dates and Notice Windows to Track in the IMA

Explicit dates and notice periods prevent disputes. Include timelines for acceptance, payment, termination notice, and renewal.

Effective Date:

Date obligations commence and billing starts

Payment Due:

Net payment window after invoice date

Renewal Notice:

Advance notice required for non-renewal

Termination Notice:

Days required to terminate for convenience

Acceptance Period:

Time allowed to review deliverables

Common Mistakes When Preparing an IMA Services Agreement

Vague scope statements that create differing expectations and enable scope creep or billing disputes between parties.
Omitting acceptance criteria or testing protocols for deliverables, which leads to payment holdbacks and contract disputes.
Failure to confirm the signer's authority, resulting in later challenges to enforceability and additional execution steps.
Neglecting data protection clauses or HIPAA language where health information is involved, exposing parties to regulatory risk.

Primary Risks and Contractual Penalties to Watch For

Breach Liability: Damages exposure

IP Risk: Ownership disputes

Regulatory Fines: HIPAA or sector fines

Tax Withholding: Incorrect treatment risk

Termination Costs: Early-exit penalties

Reputational Harm: Client relationship loss

eSignature Pricing Comparison for IMA Execution (signNow first)

Compare basic pricing and feature flags for typical eSignature providers when choosing a platform to execute IMAs; vendor capabilities and billing models vary.

	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	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

Real-World Examples of IMAs in Use

These brief examples show how organizations deploy a standardized services agreement and digital signature workflows to speed execution and maintain compliance.

Optica Ventures LLC — Brian Fitzgibbons

Brian reports the interface is simple and easy-to-use for his team

This reduced back-and-forth for contract edits
As a result, contract turnaround shortened, fewer signature errors occurred, and customers completed agreements more consistently without in-person execution.

Fertility Centers of Illinois — John Butler

John praises responsive support and a reliable API integration

Integration with back-office systems automated records
The team retained complete audit trails for compliance and reduced manual filing time across clinics and administrative staff.

Practical Tips for Accurate and Efficient Completion

Use these practices to reduce errors, accelerate approvals, and preserve enforceability when preparing and signing an IMA.

Standardize Templates

Maintain a master IMA template with approved legal and financial language, update it periodically, and restrict free-text changes to preserve consistency and reduce review time.

Define Acceptance Criteria

Include measurable acceptance tests and delivery checkpoints to prevent disputes about whether deliverables meet contractual obligations.

Confirm Signatory Authority

Validate that the signer is authorized to bind the entity and retain documentation of that authority for the contract file.

Capture an Audit Trail

Use an eSignature solution that records timestamps, IP addresses, authentication method, and a completion certificate to support enforceability.

FAQs: Common Questions About the IMA Services Agreement

Answers address e-signature validity, signatory authority, amendment processes, and execution practices frequently asked during contract intake and execution.

Need help? Contact support

Are electronic signatures valid for IMAs?
Yes. Electronic signatures are legally enforceable under the federal ESIGN Act (15 U.S.C. ch. 96) and state UETA implementations in most jurisdictions. Ensure the signature method demonstrates intent, consent, attribution, and retained reproducible records to meet legal tests.
When is a notarization or witness required?
Most commercial services agreements do not require notarization or witnesses. Check state-specific rules if the document transfers real property rights or contains statutory language that triggers witness or notarization requirements.
How do I amend an executed IMA?
Amendments should be in writing, reference the original agreement, list changed provisions, and be signed by the same authorized signers or as the agreement’s amendment clause specifies to avoid enforceability disputes.
What if a signer lacks authority?
If a signer lacked authority at execution, other remedies include ratification by the proper corporate officer, re-execution with an authorized signer, or pursuing estoppel if reliance occurred—legal counsel can advise on the best path.
Can I rely on a scanned signed PDF?
Scanned PDFs are admissible when accompanied by evidence of execution and chain-of-custody; however, native eSignature platforms that produce tamper-evident PDFs and audit trails reduce proof burdens in disputes.
How should executed IMAs be stored?
Store signed agreements in a secure, access-controlled repository with backup copies and retention schedules aligned to corporate policy and regulatory requirements such as IRS, HIPAA, or industry-specific rules.

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