Can a counter be e-signed?

Yes. Electronic signatures are generally enforceable under the federal ESIGN Act (15 U.S.C. ch. 96) and UETA in most states; ensure intent, consent, attribution, and reliable record retention are documented.

When does a counter become binding?

A counter becomes binding when the offeree accepts its terms and signs. If acceptance is conditional or unsigned, the counter remains a proposal, not an amendment.

Do counters need to be notarized?

Not usually for ordinary lease amendments, but notarization or witnesses may be required where state law or recording rules apply; consult local requirements before recordation.

What if parties disagree after signing?

Use the written counter and original lease language to resolve the dispute; preserve the audit trail and consult counsel to evaluate breach remedies and potential litigation.

How should corporate authority be shown?

Attach a corporate resolution or power of attorney when an agent signs for an entity to demonstrate authority and reduce risk of later challenges.

Can I revoke a counter after sending it?

A counter can be revoked before acceptance by the other party; once accepted and signed, revocation is typically not effective without mutual agreement or a contractual termination clause.

Electronic Signature
Templates
Real estate
Lease Counter Agreement

Lease Counter Agreement

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

LEASE COUNTER AGREEMENT

Parties

This Lease Counter Agreement (the "Counter") is made and entered into as of the Effective Date stated below by and between:

Landlord Tenant

Property Identification

Premises Address Parcel / APN Legal Description

Recital

Reference is made to an original proposed lease offer dated (the "Original Offer"). This Counter constitutes a counteroffer to the Original Offer and, if accepted in writing within the time specified below, shall supersede the Original Offer to the extent of any inconsistent terms.

Counter Terms

1. Lease Term. Landlord offers to lease the Premises to Tenant for a term commencing on and ending on . Time is of the essence for all dates set forth herein.

2. Rent and Payments. Monthly rent shall be $ payable in advance on or before the day of each month. First rent shall be due on .

3. Security Deposit. Tenant shall deposit with Landlord a security deposit in the amount of $ to be held in accordance with applicable law and applied to unpaid rent, repair of Tenant-caused damage, and other authorized charges.

4. Pet Deposit / Fees. Pet deposit of $ (if any). Pet policy: Yes No

If pets are allowed, describe restrictions and fees

5. Late Charges and Returned Checks. Late fee: $ if rent is not received within days after the due date. Returned check fee: $ .

6. Payment Method(s). Accepted payment methods (check all that apply): Check Card Automated bank transfer/ACH

Utilities, Repairs and Maintenance

Utilities Responsibility Maintenance and Repairs

7. Alterations. Tenant shall not make structural alterations or material changes without Landlord's prior written consent. Alterations permitted: Yes No

8. Subletting and Assignment. Subletting or assignment is permitted only with Landlord's prior written consent. Subletting allowed: Yes No

Inspections; Condition of Premises

9. Move-in / Move-out Inspection. Parties agree to conduct a joint inspection within days of occupancy and at termination. Tenant shall return the Premises in the same condition, ordinary wear and tear excepted.

Move-in Condition / Existing Damage

Statutory and Required Disclosures

Lead-based paint disclosure (applies if Premises were constructed prior to 1978): Yes No

Mold or water intrusion known to Landlord: Yes No

Default, Remedies and Termination

10. Default and Remedies. If Tenant fails to cure any monetary default within days after written notice, or fails to cure any non-monetary default within a commercially reasonable period after written notice, Landlord may exercise all remedies available at law or in equity, including termination of the tenancy and recovery of damages.

11. Holding Over. Tenant shall be liable for liquidated damages in the amount of one and one-half (1.5) times the monthly rent for each month or portion thereof that Tenant holds over without written consent.

Insurance; Indemnity

12. Insurance. Tenant shall obtain and maintain renter's liability insurance with limits reasonably required by Landlord and shall provide proof of such insurance prior to occupancy. Tenant shall indemnify and hold Landlord harmless from Tenant's negligence and Tenant's guests' acts.

Notices

Notices to Landlord Notices to Tenant

Miscellaneous

13. Governing Law. This Counter shall be governed by and construed in accordance with the laws of the State of .

14. Entire Agreement. This Counter, together with the Original Offer as modified by this Counter and any attachments or amendments executed by the Parties, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior negotiations, representations, or agreements, whether written or oral.

15. Acceptance. This Counter shall expire if not accepted in writing by Tenant and delivered to Landlord on or before . Acceptance may be evidenced by signature below.

Brokers

16. Broker Acknowledgment. Each Party represents that it has disclosed any broker or agent entitled to a fee in connection with this transaction. Each Party shall be responsible for any commissions payable to its disclosed broker.

Acceptance and Signatures

By signing below, each Party agrees to the terms of this Lease Counter Agreement and acknowledges authority to bind the Party for whom they sign.

Landlord:

By:

Date:

Tenant:

By:

Date:

What a Lease Counter Agreement Is and When It Applies

A Lease Counter Agreement is a written response to an initial lease offer that proposes changes to one or more material terms — for example rent, term length, security deposit, or permitted use. It functions as a conditional offer that becomes binding if accepted and signed by the other party. Counter agreements are commonly used in residential and commercial leasing negotiations to document agreed revisions without redrafting the entire lease. A clear counter saves time, creates a record of negotiated points, and helps avoid later disputes over what parties agreed.

Why a Clear Counter Agreement Matters

A concise Lease Counter Agreement documents negotiated changes, clarifies obligations, and creates an auditable record that reduces dispute risk. Using a properly completed counter protects both parties, speeds closing, and preserves the original lease structure while isolating amendments for review.

Typical users and where the document fits

Landlords, tenants, brokers, and attorneys use Lease Counter Agreements to record negotiated changes before signing an amended lease.

Property managers and landlords adjusting rent, term, or tenant responsibilities during negotiations
Tenants or tenant representatives proposing modifications, repairs, or alternative lease terms
Real estate brokers and attorneys preparing, reviewing, or negotiating counter proposals on behalf of clients

After acceptance and signatures, a counter agreement typically becomes an amendment or exhibit to the original lease; retain a signed copy for recordkeeping and enforcement.

Representative signer profiles

Landlord — Property Manager

A property manager with delegated authority signs on behalf of the lessor; they should verify corporate authorization and ensure the counter tracks rent, term, and maintenance allocations precisely to avoid later disputes.

Tenant — Authorized Signer

A tenant or leasing agent signs to accept revised terms; confirm the signer is an authorized individual for corporate tenants and match name to ID to prevent invalidation of the signature.

Core elements to include in a professional counter

A professional Lease Counter Agreement is concise, references the original lease, lists only the changed terms, and ends with clear acceptance and signature blocks for each party.

Parties

Identify lessor and lessee by full legal names and, for entities, include the business type and state of formation to ensure accurate attribution and enforceability.

Reference Lease

Cite the original lease by date and title so the counter unambiguously amends the correct agreement and avoids confusion between multiple executed documents.

Revised Terms

List only the terms being changed (rent, term, deposit, repairs) with clear line-item wording and measurable values or deadlines to prevent interpretation disputes.

Monetary Details

Specify amounts, payment schedules, proration rules, and any additional fees; state currency and whether figures include taxes or utilities for clarity.

Effective Date

State the effective date of the counter and whether it becomes effective upon signature, on a future date, or upon delivery of consideration.

Signature Blocks

Provide signature lines with printed names, titles, dates, and, where required, witness or notarization sections to support later enforcement.

Required fields at a glance

Full Party Names: Exact legal names

Property Address: Street, city, state

Effective Date: MM/DD/YYYY format

Specific Changes: Clear itemized terms

Consideration: Dollar amount or description

Signatures: Name, title, date

Step-by-step: completing a Lease Counter Agreement

Follow these sequential steps to prepare, circulate, and finalize a counter while maintaining a clear audit trail and record of consent.

01

1. Reference Lease: Identify original lease date and parties
02

2. State Changes: Describe each revised term precisely
03

3. Review Authority: Confirm signer authority for entities
04

4. Execute: Obtain dated signatures from all parties

How to set up a digital signing workflow

Configure a simple digital workflow that routes the counter to each signer in order, applies authentication, and preserves an audit trail for the executed file.

Field	Configuration
Template	Save a reusable counter template for similar deals
Authentication	Use email or SMS code for signer verification
Routing	Set signer order and conditional notifications
Archive	Store final PDF with audit trail attached

Typical routing and finalization flow

A clear signing sequence minimizes delays and ensures each party receives the same final executed copy with a preserved audit trail.

Prepare Document: Draft counter and attach lease reference
Add Signers: Enter emails and assign fields
Send for Signature: Route in required order or simultaneously
Store Execution: Save signed PDF and audit log

Delivery channels and technical considerations

Choose distribution methods based on convenience, authentication strength, and recordkeeping needs.

Email Delivery: Standard for most transactions
Secure Link: Use for anonymous or guest signing
Integrated Systems: Connect with CRM or document storage

Common timelines and response expectations

Set clear response deadlines when sending a counter to avoid misunderstandings about offer expiration and to keep negotiations moving.

Offer Response Window:

3–7 business days typical; specify exact deadline

Effective Upon Signature:

State whether acceptance makes the counter effective immediately

Lease Amendment Date:

Note any later effective date for rent changes

Record Retention Start:

Keep signed counters from the effective date forward

Negotiation Extensions:

Document any agreed extension in writing

Common preparation mistakes to avoid

Leaving ambiguous language that invites differing interpretations and later disputes over landlord and tenant obligations.
Failing to reference the original lease date and section so the counter does not clearly amend the correct document.
Omitting signer authority verification for corporate tenants or landlords, which can render the execution ineffective.
Sending unsigned counters without a clear acceptance mechanism; acceptance should be by signature and date to become binding.

Risks and potential consequences of errors

Unenforceable Terms: May result from vagueness

Breach Claims: Incorrect dates trigger disputes

Tax Issues: Misreported payments affect filings

Deposit Disputes: Ambiguous refund terms cause litigation

Eviction Timing: Incorrect notices affect remedies

Missing Notary: May impact recordation where required

eSignature vendor comparison for executing Lease Counter Agreements

Key vendor features and starting prices to consider for electronic execution and audit trail retention when completing Lease Counter Agreements.

	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 vendor	Varies by vendor	Varies by vendor	Varies by vendor
Bulk Send	Yes (Business Premium)	Yes	Yes	Yes	Yes
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No

Practical examples of using counters in real workflows

Two concise examples show how organizations used counter agreements to finalize lease changes and keep full audit trails.

Martin Properties

A regional manager needed to change rent and move-in date without redrafting the lease

Used a counter to state revised amounts and updated schedule
"I can process and execute all of these documents online with 100% compliance and built-in security," improving turnaround and recordkeeping.

Optica Ventures

An investor requested an amendment to tenant improvements before lease signature

Delivered a focused counter listing allowances and completion dates
The concise counter reduced negotiation cycles and provided clear milestones tied to payment.

Practical tips for accurate and efficient completion

Follow these best practices to reduce errors, speed acceptance, and preserve enforceability when creating counters.

Be specific and measurable

Use exact dollar amounts, dates, and deadlines. Replace open-ended phrases with concrete metrics to avoid later disagreements and facilitate enforcement.

Reference the original lease

Cite the lease title and date so the counter is clearly an amendment; attach the lease as an exhibit if multiple documents exist.

Confirm signer authority

Obtain a corporate resolution or proof of authority for entity signers to prevent challenges to execution validity.

Preserve an audit trail

Retain signed PDFs with timestamps, IP addresses, and authentication logs to support later enforcement and regulatory review.

Frequently asked questions about Lease Counter Agreements

Answers to common questions about validity, signing, and next steps for counters and lease amendments.

Need help? Contact support

Can a counter be e-signed?
Yes. Electronic signatures are generally enforceable under the federal ESIGN Act (15 U.S.C. ch. 96) and UETA in most states; ensure intent, consent, attribution, and reliable record retention are documented.
When does a counter become binding?
A counter becomes binding when the offeree accepts its terms and signs. If acceptance is conditional or unsigned, the counter remains a proposal, not an amendment.
Do counters need to be notarized?
Not usually for ordinary lease amendments, but notarization or witnesses may be required where state law or recording rules apply; consult local requirements before recordation.
What if parties disagree after signing?
Use the written counter and original lease language to resolve the dispute; preserve the audit trail and consult counsel to evaluate breach remedies and potential litigation.
How should corporate authority be shown?
Attach a corporate resolution or power of attorney when an agent signs for an entity to demonstrate authority and reduce risk of later challenges.
Can I revoke a counter after sending it?
A counter can be revoked before acceptance by the other party; once accepted and signed, revocation is typically not effective without mutual agreement or a contractual termination clause.

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