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Legal Integrity Statement

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LEGAL INTEGRITY STATEMENT

This Legal Integrity Statement ("Statement") is made as of by and between Client Name: (Declarant) and Recipient Name: (Recipient).

Recitals

WHEREAS, Declarant has presented certain statements, documents, or proposals to Recipient in connection with potential or ongoing business transactions; and

WHEREAS, Recipient requires formal assurances from Declarant regarding Declarant's compliance with applicable laws, absence of conflicts of interest, and the truthfulness of representations made to Recipient; and

WHEREAS, the parties desire to set forth in writing Declarant's certifications, warranties, covenants and remedies relating to integrity and lawful conduct.

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. Definitions

1.1 "Applicable Law" means all statutes, regulations, ordinances, rules and orders of any governmental authority having jurisdiction over the subject matter hereof.

1.2 "Integrity Standards" means laws and standards related to anti-corruption, anti-bribery, procurement integrity, conflicts of interest, and related ethics and compliance obligations.

2. Representations and Warranties of Declarant

Declarant represents and warrants to Recipient that, as of the Effective Date and continuing through performance of any related obligations:

(a) Declarant and, to Declarant's knowledge, its officers, directors, employees and agents have not been convicted of, nor charged with, any criminal offense involving fraud, bribery, corruption or other dishonesty that would materially impair Declarant's ability to perform; Declarant is not debarred, suspended or otherwise excluded from participation in any procurement or contracting program under Applicable Law.

(b) Declarant has not offered, promised, given, or authorized the giving of any undue pecuniary or other advantage to any person, including public officials or employees of Recipient, for the purpose of obtaining or retaining business, influence or any improper advantage under Applicable Law.

(c) All statements, representations and documents delivered to Recipient by or on behalf of Declarant in connection with the matters subject to this Statement are true, complete, and accurate in all material respects and do not omit to state any material fact necessary to make such statements not misleading.

3. Covenants of Declarant

3.1 Compliance. Declarant shall comply with Integrity Standards and Applicable Law in all activities related to the transactions contemplated by this Statement.

3.2 Conflicts of Interest. Declarant shall disclose in writing to Recipient any actual or potential conflict of interest of which Declarant becomes aware that relates to the matters subject to this Statement. Disclosure shall be made promptly using the Conflict Description field below.

3.3 Notification of Adverse Events. Declarant shall notify Recipient in writing within five (5) business days upon becoming aware of any event, allegation or proceeding that may reasonably be expected to impair Declarant's ability to comply with this Statement.

4. Audit Rights and Records

Recipient shall have the right, upon reasonable notice and during normal business hours, to inspect and copy records and supporting documentation of Declarant to verify compliance with the representations, warranties and covenants in this Statement. Declarant shall retain such records for a period of three (3) years following final performance unless a longer retention period is required by Applicable Law.

5. Remedies; Indemnification

5.1 Remedies. In the event of a material breach by Declarant of any representation, warranty or covenant contained in this Statement, Recipient may pursue any remedy available at law or in equity, including termination of any related agreements, denial of payments, and recovery of damages.

5.2 Indemnification. Declarant shall indemnify, defend and hold harmless Recipient and its officers, directors and employees from and against any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys' fees) arising out of or resulting from Declarant's breach of this Statement, including any materially false representation or omission.

6. Confidentiality

The existence and terms of this Statement may be treated as confidential by either party to the extent allowed by Applicable Law, except to the extent necessary for the enforcement of rights hereunder or required by law or competent authority.

7. Notices

All notices, requests and communications required or permitted under this Statement shall be in writing and delivered to the addresses set forth below or to such other address as a party may designate by notice to the other in accordance with this Section.

8. Amendments and Waiver

No amendment to this Statement shall be effective unless it is in writing and signed by authorized representatives of both parties. No failure or delay by either party in exercising any right or remedy shall operate as a waiver of that or any other right, nor shall any single or partial exercise preclude further exercise.

9. Governing Law; Venue

This Statement shall be governed by and construed in accordance with the laws of the jurisdiction specified below without regard to conflict of law principles.

10. Entire Agreement; Severability

This Statement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior oral and written understandings. If any provision of this Statement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

11. Counterparts; Execution

This Statement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures delivered by electronic means shall be deemed original signatures for all purposes.

12. Additional Certifications

Declarant further certifies that it has implemented policies and procedures reasonably designed to promote compliance with Integrity Standards and to prevent and detect violations. Declarant agrees to provide, upon reasonable request, copies of such policies and procedures to Recipient for review.

Entity Type

Declarant Entity Type:

Recipient Entity Type:

Acknowledgment

The person signing on behalf of Declarant hereby certifies under penalty of law that such person is authorized to bind Declarant to the terms of this Statement and that the information provided herein is true, complete and accurate to the best of such person's knowledge.

Declarant:

By:

Date:

Recipient:

By:

Date:

Enter text✕

What a Legal Integrity Statement Is

The Legal Integrity Statement is a formal declaration attached to a document that affirms the accuracy, completeness, and authority of the information supplied and the signer’s capacity to bind the organization. It identifies the declarant, records the effective date, and summarizes identity-verification steps. Organizations use it to create an auditable record supporting enforceability, regulatory compliance, and internal governance. When combined with a retained audit trail and secure e-signature methods, the statement documents intent, attribution, and reproduction capability required under U.S. electronic signature law.

Why a Legal Integrity Statement Matters

A concise integrity statement reduces later disputes by documenting who attested to facts, how identity was verified, and when the assertion took effect, aiding contract enforcement and regulatory review under ESIGN and state electronic transaction laws.

Why a Legal Integrity Statement Matters

Typical Users and Their Roles

Legal, compliance, and authorized officers commonly prepare or approve Legal Integrity Statements as part of contract and filing workflows.

  • In-house legal teams — draft attestations, confirm signatory authority, and coordinate supporting records for disputes.
  • Healthcare compliance officers — attach HIPAA-aware integrity statements when patient consent or PHI handling is involved.
  • Real estate and finance professionals — use statements to confirm disclosures, closing facts, and transaction accuracy.

Clear assignment of roles and verification steps helps organizations demonstrate procedural rigor and meets expectations of auditors and regulators.

Stepwise Process to Prepare and Execute

Follow these sequential steps to prepare and execute a Legal Integrity Statement for paper or electronic workflows.

  • 01
    Prepare Document: Attach the statement and define scope and effective date.
  • 02
    Add Signer Fields: Insert signature, date, and role fields for each party.
  • 03
    Verify Identity: Record method: ID check, RON, notary, or KBA.
  • 04
    Capture Audit Trail: Save timestamps, IP, and verification evidence for records.

Essential Parts That Make the Statement Effective

A robust Legal Integrity Statement includes elements that establish who attested, under what authority, when, and how the claim was verified, plus preserved evidence and an audit trail.

Signer Identity

Full legal name and identifying details confirm who made the declaration and link the signature to a specific person or entity.

Authority

A clear statement of capacity (title or role) shows the signer had legal authority to make representations or bind the organization.

Effective Date

A precise date in MM/DD/YYYY format fixes when the statement takes effect and influences deadlines, retention, and enforcement timelines.

Verification Method

Recording the identity-verification method (for example, government ID, RON, or notary) strengthens evidentiary value in audits and disputes.

Supporting Evidence

Attach resolutions, identification, or other documents listed by filename to corroborate authority and factual assertions.

Audit Trail

A preserved electronic audit trail with timestamps, IP addresses, and signer actions supports attribution and meets ESIGN/UETA record requirements.

Security and Compliance Controls to Record

Encryption: TLS 1.2/1.3 transit; AES-256 at rest
Access Controls: Role-based access and audit logging
BAA Availability: HIPAA BAA available where required
Audit Logs: Timestamps, IP, and action history retained
Certifications: SOC 2 Type II, ISO 27001 compliant
Data Formats: PDF, DOCX, and exportable records

Principal Risks and Potential Penalties

Tax Penalties: 1099 penalties $60–$330+ per form
I-9 Violations: Paperwork fines $281–$2,789 per incident
Notary Defects: Improper notarization may void filings
Evidence Challenges: Missing verification undermines enforceability
Contract Liability: Inaccurate attestations can trigger damages
Regulatory Fines: Sector-specific penalties for noncompliance

Common Preparation Mistakes to Avoid

  • Using trade names or initials instead of full legal names creates mismatches that can invalidate verification or cause tax withholding failures.
  • Failing to record the identity-verification method (for example, RON session ID or notarist name) leaves gaps in the audit trail and weakens evidentiary value.
  • Omitting supporting documents such as board resolutions or power-of-attorney copies can delay acceptance and require re-execution of the statement.
  • Not aligning the effective date with related contract dates can create ambiguity about when obligations started or which version applies.

How eSubmission and Signing Typically Work

A secure e-submission flow captures the statement, verification steps, and a retained audit trail so the signed record can be reproduced for legal or regulatory review.

  • Upload Document: Sender uploads statement and attachments.
  • Place Fields: Add signature, date, and role fields.
  • Authenticate Signer: Use email, SMS code, KBA, or stronger method.
  • Complete Signing: Signer signs; system saves certificate of completion.

Timelines, Deadlines, and Processing Expectations

Key timing elements affect when a statement should be completed, retained, or produced in response to regulatory or transactional milestones.

Provide on Demand:

Deliver the statement when a counterparty or regulator requests it.

Tax Reporting:

Ensure supporting statements are available before filing information returns.

I-9 Recordkeeping:

Keep I-9s for three years after hire or one year after termination, whichever is later.

Notary/Recording:

Comply with local recording deadlines when statement supports a recorded instrument.

Retention Start:

Retention typically begins on the effective date unless law specifies otherwise.

Comparing eSignature Pricing and Key Features

Basic vendor differences include starting price, trial availability, bulk send capability, audit trail presence, HIPAA support, and envelope limits; signNow is listed first as the first-column vendor.

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 CC Varies by vendor Varies by vendor Varies by vendor Varies by vendor
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No

Frequently Asked Questions and Troubleshooting

Answers to common questions about completing, signing, and validating a Legal Integrity Statement, including electronic signature and notarization guidance.


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