Can a Good Faith Letter be e-signed?

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

When is notarization required?

Notarization depends on contract or state law; if the agreement calls for a notarized notice or the document creates a legally significant attestation, obtain a notary or RON per state rules.

What if the recipient denies receiving it?

Use traceable delivery (certified mail, tracked email with read receipt, or platform audit trail) to prove delivery and timing; preserve all related metadata.

How can a letter be revoked or revised?

Send a written amending or revocation letter signed with the same level of authentication. Note contractual limits on unilateral withdrawal and preserve prior versions for recordkeeping.

How long should I keep signed letters?

Retain signed letters according to applicable rules: IRS three years (IRC §6501(a)), HIPAA six years (45 CFR §164.530(j)), and longer if contract or state law requires it.

How to authenticate a signer?

Match signer identity using email plus SMS or knowledge-based checks as needed; for higher assurance use two-factor or PKI-based methods and preserve audit logs.

Electronic Signature
Templates
Legal
Legal Good Faith Letter

Legal Good Faith Letter

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

LEGAL GOOD FAITH LETTER

This Good Faith Letter (the "Letter") is made as of Effective Date: by and between Client Name: , an entity of type: organized under the laws of , and Recipient Name: , an entity of type: organized under the laws of .

RECITALS

WHEREAS, the parties are engaged in negotiations concerning the matters described as: (the "Matter"); and

WHEREAS, the parties desire to memorialize their respective commitments to proceed in negotiations and to allocate certain obligations, subject to the terms and conditions set forth in this Letter; and

WHEREAS, this Letter is intended to create enforceable obligations with respect to good faith negotiation processes, confidentiality where indicated, and the allocation of costs and remedies as set forth below.

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

1. PURPOSE

The purpose of this Letter is to set forth the parties' mutual obligation to engage in timely, honest, and reasonable negotiations in an effort to resolve the Matter. The parties acknowledge that this Letter governs only the negotiation process and specific commitments expressly set forth herein.

2. GOOD FAITH OBLIGATIONS

2.1 Each party shall act in good faith in all communications, disclosures of material information, and scheduling of meetings and deliverables related to the Matter. Good faith includes, without limitation, making reasonable efforts to respond to requests for information within calendar days and to attend scheduled negotiation or mediation sessions.

2.2 Each party shall identify and, to the extent permitted by law, disclose material facts and documents reasonably necessary for the other party to evaluate proposals. Disclosure under this Section does not waive any privilege except as expressly waived in writing.

3. PROPOSED TERMS AND TIMELINE

3.1 The parties agree to use commercially reasonable efforts to present final non-binding settlement terms no later than: .

3.2 Unless otherwise agreed in writing, the material economic term proposed by Client is: . Such term is illustrative and subject to final documentation.

4. CONFIDENTIALITY

4.1 All communications, documents, proposals, and offers exchanged in furtherance of the negotiations shall be held in confidence and used solely for the purpose of negotiating the Matter, except as required by law or to enforce the terms of this Letter. Confidential information does not include information already lawfully known by a receiving party or information that becomes publicly known through no breach of this Letter.

4.2 Neither party shall introduce communications exchanged solely for negotiation as evidence of liability or an admission in any judicial or administrative proceeding, except to enforce the provisions of this Letter or with prior written agreement of the parties.

5. NO ADMISSION

This Letter does not constitute an admission of liability, fault, or wrongdoing by any party for any purpose. Settlement discussions and proposals made under this Letter are for settlement purposes only unless and until reduced to a definitive written settlement agreement executed by authorized representatives of both parties.

6. CONDITIONS

All obligations under this Letter are subject to (a) the approval of each party's authorized representative and (b) the execution of any definitive agreement expressly required to effectuate settlement. This Letter does not require either party to agree to any particular term not reduced to a definitive written agreement.

7. TERM

This Letter shall become effective on the Effective Date and shall continue in effect until the earlier of (a) execution of a definitive settlement agreement, (b) termination by mutual written consent, or (c) termination by either party upon days' prior written notice to the other party.

8. REMEDIES

If a party breaches a material obligation of this Letter, the non-breaching party shall be entitled to seek injunctive and other equitable relief as appropriate to prevent irreparable harm. Remedies are cumulative and do not limit any other rights or remedies available at law or in equity.

9. NOTICES

Notices to Client

Attn Address Email

Notices to Recipient

Attn Address Email

10. GOVERNING LAW

This Letter shall be governed by and construed in accordance with the laws of the state of , without regard to its conflicts of law principles.

11. ENTIRE AGREEMENT

This Letter constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior oral or written understandings relating to the negotiation process, except as may be expressly set forth in a subsequently executed definitive agreement.

12. SEVERABILITY

If any provision of this Letter is determined to be invalid, illegal, or unenforceable in any respect, the validity, legality, and enforceability of the remaining provisions shall not be affected or impaired thereby.

13. AMENDMENTS; WAIVER; COUNTERPARTS

This Letter may be amended only by a writing signed by authorized representatives of both parties. No waiver of any breach shall constitute a waiver of any other breach. This Letter may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. Electronic or facsimile signatures shall be treated as original signatures for all purposes.

14. REPRESENTATIONS AND WARRANTIES

Each party represents and warrants that (a) it has full power and authority to enter into this Letter, (b) the person signing on its behalf is duly authorized, and (c) this Letter constitutes a valid and binding obligation enforceable against such party in accordance with its terms.

15. ADDITIONAL TERMS

Additional agreed terms (if any)

Party A — Client:

By:

Date:

Party B — Recipient:

By:

Date:

What a Legal Good Faith Letter Is and When It’s Used

A Legal Good Faith Letter is a written statement by a party asserting that actions taken or proposed were performed in good faith and with honest intent. Commonly used in contract disputes, cure notices, lender communications, and pre-litigation exchanges, the letter documents intent, steps taken to resolve an issue, and requests for corrective action. It creates a written record useful for negotiations and, in many instances, for courts or regulators reviewing whether parties acted reasonably under the circumstances.

Why a Clear Good Faith Letter Matters

A clear Legal Good Faith Letter narrows issues, preserves evidence of intent, and can reduce escalation by documenting attempts to resolve disputes. It also establishes a contemporaneous record that may support defenses or settlement positions if later contested.

Who Typically Prepares or Receives a Good Faith Letter

Organizations and individuals use these letters to show intent and to trigger contractual notice or cure processes.

In-house counsel and outside attorneys who need a documented record of settlement or remediation efforts.
Lenders, servicers, and finance teams issuing or responding to borrower disputes or compliance notices.
Real estate agents, property managers, and landlords handling tenant dispute resolution or lease cure requests.

Recipients include counterparties, insurers, regulators, or courts; tailor content and delivery method to the audience and governing contract terms.

Essential Parts of a Professional Legal Good Faith Letter

A well-structured letter combines concise facts, a clear statement of good faith, requested remedies, and verifiable signature information to support enforceability and follow-up.

Header

Date, sender identity, recipient identity, and reference number or contract clause to clearly tie the letter to the underlying matter, reducing ambiguity in subsequent communications.

Recitals

Brief factual background stating relevant dates, contract provisions, prior notices, and discrete events that led to the letter; factual accuracy here preserves credibility.

Good Faith Statement

A direct statement that the actions described were taken in good faith, describing efforts made to comply or to cure the issue and showing intent to resolve the matter cooperatively.

Requested Remedy

Clear, specific requests or proposed next steps (for example, cure within X days, reimbursement, correction) including any deadlines or escalation consequences.

Supporting Evidence

List of attachments or exhibits (emails, invoices, inspection reports) that substantiate factual claims; references should match exhibit labels for ease of review.

Signature Block

Printed name, title, organization, signature, and date; include contact information and any notary or witness lines if required by governing law or contract.

Step-by-Step: Completing the Letter

Follow these steps to prepare and finalize a Legal Good Faith Letter consistently and defensibly.

01

Draft the facts: Summarize events clearly and objectively.
02

Cite the contract: Reference clauses and prior notices precisely.
03

State the remedy: Specify the requested action and timeframe.
04

Sign and distribute: Execute, notarize if needed, and send to recorded contacts.

How to Configure an Online Good Faith Letter Workflow

Typical online workflows capture fields, assign signers, and preserve an audit trail; configure settings to match your organization’s authentication and retention policies.

Field \| Configuration	Field name \| Required/Optional
Signature Authentication	Email + SMS code or KBA as needed
Document Template	Reusable template with locked recitals
Routing Order	Sequential or parallel signer flow
Retention Policy	Auto-archive signed PDF for minimum retention

Technical Options for Delivering and Signing

Choose delivery and signing methods that meet legal, contractual, and recipient needs while preserving an audit trail.

File Formats: PDF, DOCX accepted
Integrations: CRM and storage connectors
Authentication: Email, SMS, or knowledge-based

Select a platform that supports required formats, records signer attribution, and integrates with your document management system for secure storage.

Typical Digital Signing Flow

Digital workflows reduce friction and capture signature metadata; the following sequence is common for good faith letters.

Prepare Document: Upload template and place fields.
Add Signers: Enter signer emails and order.
Authenticate: Require email link or SMS code.
Complete & Store: Signers sign; system saves audit trail.

Common Timing Expectations and Deadlines

Good Faith Letters often trigger contractual cure periods and statutory timeframes; confirm deadlines in the underlying contract or statute.

Response Window:

Often 10–30 days; verify contract language.

Cure Period:

Contract will specify cure length and conditions.

Delivery Confirmation:

Request return receipt within stated timeframe.

Escalation Deadline:

Specify when further remedies will be pursued.

Record Retention:

Retain signed copies per legal requirements.

Common Mistakes to Avoid

Leaving factual gaps or vague timelines that invite dispute and reduce letter effectiveness.
Failing to reference the exact contract clause, making it harder to enforce or reconcile with obligations.
Omitting attachments or mislabeling exhibits, which weakens evidentiary value during review.
Using informal language or assertions of intent without concrete remedial steps and deadlines.

Risks and Consequences of an Incorrect Letter

Evidentiary Harm: Undermines credibility in disputes

Contractual Default: May trigger penalties or termination

Regulatory Exposure: Possible fines if false statements

Notarization Errors: Can invalidate signature acknowledgements

Privacy Breach: Improper PHI disclosure risks HIPAA

Reputational Risk: Damages negotiation posture

eSignature Vendor Comparison for Executing Good Faith Letters

Compare vendor baseline features and pricing when selecting an eSignature platform for Legal Good Faith Letters; signNow is listed first per platform comparison guidelines.

	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 free trial	No	No	Yes, limited	Yes, limited
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 Using a Good Faith Letter

Two short case examples show how organizations used a signed good faith letter to document intent and speed resolution.

Optica Ventures — COO

A small investment firm documented vendor remediation steps after a contract dispute, providing dated exhibits to support negotiation.

The documentation clarified miscommunication and narrowed settlement talks.
The verifiable record reduced negotiation time and supported an efficient compromise without formal litigation.

Martin Properties — Founder

A property owner used a signed letter to notify a tenant of remediation efforts and proposed timeline, attaching inspection reports.

The clear cure deadline focused both parties.
The recorded good faith effort was presented to a mediator and helped resolve the dispute quickly.

Practical Tips for Accurate and Efficient Completion

Adopt consistent practices to reduce errors and preserve the legal value of the letter across teams and systems.

Use a standardized template

Maintain an approved template that includes required fields, exhibit placeholders, and a clear signature block so letters remain consistent and defensible across matters.

Attach supporting evidence

Include exhibits with numbered labels and reference them in the body; this reduces follow-up requests and strengthens the letter’s factual basis.

Match contract requirements

Check the underlying agreement for required notice methods, delivery addresses, and cure periods to ensure the letter complies with contractual formalities.

Record delivery and audit trail

Use trackable delivery methods and preserve audit logs (timestamps, IP, signer email) to support attribution and timing if disputes arise.

Frequently Asked Questions About Legal Good Faith Letters

Answers to common questions about validity, execution, notarization, and what to do if the recipient disputes the letter.

Need help? Contact support

Can a Good Faith Letter be e-signed?
Yes. Electronic signatures are valid under the ESIGN Act (15 U.S.C. §7001) and UETA where adopted, provided intent, consent, attribution, and record retention are satisfied.
When is notarization required?
Notarization depends on contract or state law; if the agreement calls for a notarized notice or the document creates a legally significant attestation, obtain a notary or RON per state rules.
What if the recipient denies receiving it?
Use traceable delivery (certified mail, tracked email with read receipt, or platform audit trail) to prove delivery and timing; preserve all related metadata.
How can a letter be revoked or revised?
Send a written amending or revocation letter signed with the same level of authentication. Note contractual limits on unilateral withdrawal and preserve prior versions for recordkeeping.
How long should I keep signed letters?
Retain signed letters according to applicable rules: IRS three years (IRC §6501(a)), HIPAA six years (45 CFR §164.530(j)), and longer if contract or state law requires it.
How to authenticate a signer?
Match signer identity using email plus SMS or knowledge-based checks as needed; for higher assurance use two-factor or PKI-based methods and preserve audit logs.

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