Can these forms be signed electronically?

Yes. Electronic signatures are generally enforceable under the ESIGN Act (15 U.S.C. ch. 96) and UETA where adopted. Ensure intent, consent, attribution, and retention are demonstrable to satisfy legal validity.

Are notarization or witnesses required?

Most due diligence deliverables do not require notarization, but specific documents like deeds or powers of attorney may. Check state rules; some states require witnesses in addition to notarization for particular document types.

Who may sign on behalf of an entity?

Authorized signatories are those with delegated authority per corporate documents. Obtain a corporate resolution or signature authorization if the signer’s authority is not evident from the public record.

How do I fix a mistake after submission?

Issue a corrected page or an amendment signed by the same authorized parties. Track changes in the audit trail and clearly label the corrected version to prevent confusion.

What supporting documents should be attached?

Attach formation documents, executed contracts, licenses, insurance certificates, financial statements, and any records cited in responses so reviewers can verify assertions without follow-up.

How long should I keep completed packages?

Retain completed due diligence records for the longer of contractual retention, applicable statutes (e.g., IRS three-year baseline), or industry rules such as HIPAA six-year retention for protected health information.

Electronic Signature
Templates
Legal
Legal Due Diligence Forms

Legal Due Diligence Forms

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

LEGAL DUE DILIGENCE FORMS

This Legal Due Diligence Forms Agreement ("Agreement") is made as of by and between Requesting Party: , a Corporation LLC Other, organized under the laws of , with principal place of business at ; and Recipient: , a Corporation LLC Other, organized under the laws of , with principal place of business at .

RECITALS

WHEREAS, Requesting Party desires to conduct a due diligence investigation of Recipient for the purpose of evaluating a potential transaction or business relationship described as ; and

WHEREAS, Recipient controls certain documents, materials, and information relevant to Requesting Party's evaluation and is willing to furnish such information on the terms and conditions set forth in this Agreement; and

WHEREAS, the parties desire to set forth the procedures, confidentiality obligations, and certifications applicable to the delivery, review, and return or destruction of due diligence materials.

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:

1. DEFINITIONS

For purposes of this Agreement, "Due Diligence Materials" means all documents, records, data, analyses, samples, communications, electronic files and similar information, whether in written, electronic or oral form, and all copies thereof, provided by or made available by Recipient to Requesting Party in connection with the evaluation described above. "Representative" means an agent, employee, counsel, accountant, advisor or consultant of a party who has a need to know the Due Diligence Materials.

2. PURPOSE; SCOPE

The Due Diligence Materials will be used solely for the purpose of evaluating the potential transaction or business relationship identified in this Agreement. Requesting Party shall not use such materials for any commercial competitive purpose or to solicit customers, employees, or suppliers of Recipient.

3. DOCUMENTS REQUESTED

The categories of documents and materials requested include, without limitation, the following categories. Indicate any special priority or deadline below.

Requested delivery deadline: .

4. ACCESS, DELIVERY AND SECURITY

Recipient shall make Due Diligence Materials available at the location and in the manner agreed by the parties. If materials are provided electronically, Recipient shall list the delivery method and any access credentials below and shall promptly notify Requesting Party of any change.

Delivery method / access instructions:

5. CONFIDENTIALITY AND USE RESTRICTIONS

Requesting Party and its Representatives shall hold all Due Diligence Materials in strict confidence and shall not disclose them to any third party except as expressly permitted by this Agreement. Permitted disclosures are limited to Representatives who have a need to know and who are bound by confidentiality obligations at least as protective as those herein. Requesting Party shall be responsible for any breach of this Agreement by its Representatives.

The confidentiality obligations shall not apply to information that: (a) is or becomes publicly available through no fault of Requesting Party; (b) is rightfully received by Requesting Party from a third party without a duty of confidentiality; (c) is independently developed by Requesting Party without reference to the Due Diligence Materials; or (d) is required to be disclosed by applicable law, regulation or court order, provided Requesting Party gives Recipient prompt written notice and cooperates in any available efforts to limit disclosure.

6. REPRESENTATIONS AND CERTIFICATIONS

Recipient represents and warrants that, to the best of its knowledge, the Due Diligence Materials delivered hereunder are true, accurate and complete in all material respects as of the date delivered, and that no material fact has been omitted that would render the materials misleading. Recipient shall promptly supplement or correct any material inaccuracy or omission of which it becomes aware.

Requesting Party acknowledges that Recipient may have relied upon disclosures made in confidence and certifies that Requesting Party will use the Due Diligence Materials only for the permitted purpose and in accordance with this Agreement.

Certification by Recipient (initial):

7. LIMITATION OF LIABILITY; NO REPRESENTATION AS TO SUFFICIENCY

EXCEPT FOR THE EXPRESS REPRESENTATIONS SET FORTH IN SECTION 6, NEITHER PARTY MAKES ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AS TO THE ACCURACY OR COMPLETENESS OF ANY DUE DILIGENCE MATERIALS. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR INDIRECT, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM THE USE OR RELIANCE UPON THE DUE DILIGENCE MATERIALS.

8. RETURN OR DESTRUCTION OF MATERIALS

Upon written request by Recipient or upon termination of discussions, Requesting Party shall promptly return or, at Recipient's election, destroy all hard copies and delete all electronic copies of Due Diligence Materials, including all notes and analyses that incorporate such materials. Upon destruction, Requesting Party shall provide a written certification of destruction signed by an authorized officer.

Recipient certification of documents to be returned / destroyed:

9. NOTICES

All notices, requests, demands and other communications required or permitted hereunder shall be in writing and delivered to the addresses set forth below or such other address as either party may designate by written notice to the other.

Notices to Requesting Party - Name and Address: Notices to Recipient - Name and Address:

10. GOVERNING LAW; JURISDICTION

This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction specified below, without regard to conflict of law principles. The parties submit to the exclusive jurisdiction of the courts located in such jurisdiction for any action arising out of or related to this Agreement.

Governing law jurisdiction:

11. ENTIRE AGREEMENT; SEVERABILITY

This Agreement constitutes the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior oral or written communications. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall continue in full force and effect.

12. AMENDMENT; WAIVER; COUNTERPARTS

No amendment, modification or waiver of any provision of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties. Failure or delay to exercise any right shall not constitute a waiver. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

13. COOPERATION

The parties agree to cooperate in good faith to facilitate the efficient exchange of Due Diligence Materials and to resolve any reasonable disputes regarding access, scope, or confidentiality without resort to litigation where possible.

Requesting Party:

By:

Date:

Recipient:

By:

Date:

What Legal Due Diligence Forms Are and when they’re used

Legal due diligence forms are structured questionnaires and checklists used during transactions to collect legal, financial, and regulatory information about an entity or asset. They organize requests for contracts, corporate records, licenses, litigation history, and compliance documents so counsel, buyers, or lenders can assess risk efficiently and consistently across parties.

Why standardized due diligence forms matter

Standardized forms reduce omission risk, speed reviewer workflows, and create an auditable record of what was requested and provided. Using clear templates helps ensure consistent information across bidders and supports defensible decision making during M&A, financing, or compliance reviews.

Primary users and contributors

Teams that prepare, request, or review due diligence rely on these forms to collect comparable data across counterparties.

Corporate counsel and outside law firms managing transaction review and risk assessment.
Buy-side and sell-side deal teams coordinating disclosures and follow-up requests.
Lenders, compliance officers, and external auditors validating representations and regulatory status.

When multiple stakeholders are involved, preserving a single form version and audit trail reduces rework and dispute risk.

Who completes or approves these forms

General Counsel

Typically oversees form design, approves sensitive responses, and coordinates privileged disclosures with outside counsel to limit exposure and preserve privilege during a transaction.

Transaction Paralegal

Prepares and populates many checklist items, gathers supporting documents, and tracks outstanding requests so due diligence reviewers receive organized, indexed responses.

Essential sections to include in a professional due diligence form

A complete due diligence form groups items by legal, financial, operational, and compliance categories so reviewers can find supporting documents quickly.

Corporate Records

Articles, bylaws, shareholder lists, capitalization tables and minutes that establish entity formation, ownership and historical corporate actions for legal review.

Contracts

Material contracts, amendments, termination notices, and rights of third parties that affect valuation, obligations, or transferability.

Litigation

Pending or threatened claims, settlement agreements, insured amounts, and outside counsel communications that reveal contingent liabilities.

Regulatory Compliance

Licenses, permits, inspection reports, enforcement actions, and disclosures demonstrating compliance with industry-specific laws or administrative requirements.

Tax & Finance

Recent tax returns, audits, intercompany debt schedules, and financial statements that support tax position and financial representation.

IP & Data

Patents, trademarks, software agreements, data privacy policies, and security controls relevant to ownership and operational continuity.

Step-by-step: completing and returning a due diligence form

Follow this simple sequence to collect and submit complete responses efficiently and consistently.

01

Receive Request: Open the form and review items before gathering documents.
02

Assign Owners: Delegate sections to subject-matter owners for accurate answers.
03

Attach Evidence: Upload contracts and certificates as supporting files.
04

Finalize & Sign: Authorized signatory reviews and signs prior to submission.

How to configure an online due diligence workflow

Configure fields, access, and authentication so reviewers receive complete dossiers with an audit trail.

Field	Configuration
Required Responses	Make key fields mandatory to prevent partial returns
File Attachments	Allow PDF/DOCX; limit size per file to manage storage
Signer Authentication	Use email or SMS code; increase to KBA for high-risk items
Routing Order	Set sequential or parallel routing to match review process

Typical online routing for due diligence packages

A standard electronic route reduces handoffs and captures timestamps at each stage for accountability.

Upload: Sender uploads the form and supporting templates
Assign: Sender assigns sections to internal owners
Review: Owners upload documents and mark responses complete
Sign: Authorized signer applies signature and returns package

Technical considerations for eSubmission and integrations

Choose a platform that supports secure storage, audit trails, and the integrations your team relies on.

Integrations: Salesforce, NetSuite, Google Workspace support
Document Types: PDF, DOCX, and searchable text supported
Authentication: Email/SMS, KBA, or SSO options

Primary risks and potential penalties from incomplete responses

Regulatory fines: Agency penalties for noncompliance

Tax penalties: 1099 late: $60–$330 per form

Contract risk: Misrepresentation can trigger indemnity obligations

Privilege loss: Improper disclosure may waive privilege

Operational delay: Missing documents slow closings

Data breach: Improper handling of PII increases liability

Common preparation pitfalls to avoid

Providing unsigned or undated documents which require follow-up and can delay transaction timelines by days or weeks.
Submitting incomplete metadata or wrong version numbers that make it unclear which agreement governs rights or obligations.
Failing to redact privileged communications properly, risking inadvertent waiver of attorney-client privilege during review.
Using inconsistent entity names or addresses across documents, causing identity verification and tax reporting issues.

Typical timelines and expectations for returning due diligence items

Establish clear, reasonable deadlines and milestones to align internal owners and external reviewers for efficient review cycles.

Upon Request:

Provide initial acknowledgement and expected delivery date within 2 business days

Initial Delivery:

Deliver primary documents and responses within 5–10 business days

Follow-up Responses:

Respond to targeted questions within 3–5 business days

Third-Party Verification:

Allow additional 7–14 days for third-party confirmations or searches

Final Sign-off:

Complete review and obtain signatures before the agreed closing date

eSignature vendor pricing and capability comparison for due diligence workflows

Comparison of representative starting prices and essential capabilities to consider when selecting an eSignature provider for due diligence forms.

	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	Yes, 7-day trial	No	No	Yes, limited	Yes, limited
Bulk Send	Yes	Yes (100 envelopes/yr limit)	Yes	Yes	No
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No

Frequently asked questions about Legal Due Diligence Forms

Answers to common questions about e-signing, notarization, signatory authority, corrections, and record retention for due diligence documents.

Need help? Contact support

Can these forms be signed electronically?
Yes. Electronic signatures are generally enforceable under the ESIGN Act (15 U.S.C. ch. 96) and UETA where adopted. Ensure intent, consent, attribution, and retention are demonstrable to satisfy legal validity.
Are notarization or witnesses required?
Most due diligence deliverables do not require notarization, but specific documents like deeds or powers of attorney may. Check state rules; some states require witnesses in addition to notarization for particular document types.
Who may sign on behalf of an entity?
Authorized signatories are those with delegated authority per corporate documents. Obtain a corporate resolution or signature authorization if the signer’s authority is not evident from the public record.
How do I fix a mistake after submission?
Issue a corrected page or an amendment signed by the same authorized parties. Track changes in the audit trail and clearly label the corrected version to prevent confusion.
What supporting documents should be attached?
Attach formation documents, executed contracts, licenses, insurance certificates, financial statements, and any records cited in responses so reviewers can verify assertions without follow-up.
How long should I keep completed packages?
Retain completed due diligence records for the longer of contractual retention, applicable statutes (e.g., IRS three-year baseline), or industry rules such as HIPAA six-year retention for protected health information.

be ready to get more

Join over 28 million airSlate SignNow users

Sign Now