Is an electronic signature valid?

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

When is notarization required?

Most repo agreements do not require notarization to be valid, but notarization or RON may be necessary where state law or specific collateral perfection practices require a notarial act.

Should I file a UCC-1 financing statement?

If the agreement creates a security interest in collateral, filing a UCC-1 usually perfects the lien and establishes priority. Consult counsel for proper debtor jurisdiction and collateral description.

How do I correct an executed agreement?

Avoid unilateral edits after execution. Use a written amendment signed by all parties or a corrective amendment referencing the original agreement and executed with the same formalities.

Can a party revoke consent to electronic records?

Under ESIGN, consumer-facing transactions require a consumer disclosure and method to withdraw consent. Withdrawal may affect the parties’ ability to rely on electronic records.

What happens if a signer lacks authority?

If a signatory lacked authority, the contract may be voidable. Verify corporate authorization, obtain certificates of incumbency, or secure ratification to reduce risk.

Electronic Signature
Templates
Legal
Legal Repurchase Agreement

Legal Repurchase Agreement

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LEGAL REPURCHASE AGREEMENT

This Repurchase Agreement (the Agreement) is made as of between Seller Name: with registered address (\"Seller\"), and Purchaser Name: with registered address (\"Purchaser\").

RECITALS

WHEREAS, Seller is the legal and beneficial owner of certain securities, financial instruments or other assets described below; and

WHEREAS, Purchaser is willing to purchase such securities from Seller on the terms set forth herein and Seller agrees to repurchase such securities on the Repurchase Date at the Repurchase Price defined herein; and

WHEREAS, the parties intend this transaction to constitute a sale and subsequent repurchase rather than a secured financing, except as provided in this Agreement.

NOW, THEREFORE

In consideration of the mutual covenants and agreements set forth herein, the parties agree as follows:

1. DEFINITIONS

For purposes of this Agreement, the following terms shall have the meanings set forth below:

(a) \"Securities\" means the assets described in the Collateral Description field below and any substitutions permitted by the parties.

(b) \"Purchase Price\" means the cash consideration paid by Purchaser to Seller on the Purchase Date.

(c) \"Repurchase Date\" means and any earlier date on which Seller is required or elects to repurchase the Securities.

(d) \"Repurchase Price\" means the Purchase Price plus any accrued and unpaid interest, fees and other amounts payable under Section 3.

2. SALE AND AGREEMENT TO REPURCHASE

2.1 Sale. On the Purchase Date, Seller shall sell, transfer and deliver to Purchaser, and Purchaser shall purchase from Seller, the Securities free and clear of all Liens, except as expressly permitted by this Agreement.

2.2 Repurchase Obligation. Seller shall repurchase the Securities from Purchaser on the Repurchase Date at the Repurchase Price and upon the terms and conditions set forth in this Agreement.

3. PURCHASE PRICE AND REPURCHASE PRICE

3.1 Purchase Price. The Purchase Price shall be paid by Purchaser to Seller on the Purchase Date.

3.2 Repurchase Price. The Repurchase Price shall equal the Purchase Price plus interest computed at a rate of per annum (or such other rate as the parties may agree in writing), together with any fees and expenses payable under this Agreement.

4. COLLATERAL DESCRIPTION AND DELIVERY

4.1 Collateral. The Securities subject to this Agreement are described below. Seller represents that the Securities are owned free and clear of Liens other than those permitted by this Agreement.

4.2 Delivery. Delivery of the Securities shall be effected by book-entry transfer or such other method as the parties agree, in accordance with the settlement instructions below.

5. REPRESENTATIONS AND WARRANTIES

5.1 Seller Representations. Seller represents and warrants to Purchaser that: (a) Seller has full corporate or individual power and authority to enter into and perform this Agreement; (b) Seller is the lawful owner of the Securities and will transfer good and marketable title to Purchaser on the Purchase Date; (c) the Securities are free of any Liens other than those disclosed in writing; and (d) no consent, approval or authorization of any governmental authority is required for Seller's performance hereunder except as disclosed.

5.2 Purchaser Representations. Purchaser represents and warrants to Seller that: (a) Purchaser has full power and authority to enter into and perform this Agreement; (b) funds used by Purchaser to pay the Purchase Price are not derived from illegal activity; and (c) Purchaser's acceptance of the Securities will not violate any agreement binding on Purchaser.

6. COVENANTS

Seller shall maintain possession and control of all documents and records related to the Securities and shall not create, incur or permit any Lien on the Securities or engage in any act that would materially impair Purchaser's rights under this Agreement prior to repurchase, except as expressly permitted herein.

7. EVENTS OF DEFAULT

The following shall constitute an Event of Default: (a) Seller's failure to repurchase the Securities on the Repurchase Date when due; (b) any representation or warranty made by a party proves to be untrue in any material respect; (c) insolvency, bankruptcy or appointment of a receiver with respect to either party; or (d) any material breach of this Agreement that remains uncured after ten (10) days' written notice.

8. REMEDIES

Upon an Event of Default, Purchaser shall have all remedies available at law or in equity, including the right to sell or liquidate the Securities, apply proceeds against amounts owed by Seller, set off mutual obligations, and seek specific performance or injunctive relief. Remedies are cumulative and not exclusive.

9. TAXES AND EXPENSES

Unless otherwise agreed in writing, each party shall bear its own costs and expenses in connection with the negotiation, execution and performance of this Agreement. All transfer, documentary, stamp and similar taxes, fees or charges arising from the sale and repurchase of the Securities shall be paid by Seller, except as otherwise required by applicable law.

10. NOTICES

Notices to Seller

Notices to Purchaser

11. ASSIGNMENT

Neither party may assign its rights or delegate its obligations under this Agreement without the prior written consent of the other party, which consent shall not be unreasonably withheld; provided that Purchaser may assign its rights to an affiliate or in connection with a financing without Seller's consent upon notice to Seller, subject to compliance with applicable law.

12. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

12.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the state or jurisdiction of without regard to its conflicts of laws principles.

12.2 Entire Agreement. This Agreement, together with any schedules and documents delivered pursuant hereto, constitutes the entire agreement and understanding of the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings and negotiations.

12.3 Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not be affected or impaired.

13. AMENDMENTS; WAIVER; COUNTERPARTS

No amendment, modification or waiver of any provision of this Agreement shall be effective unless made in writing and signed by both parties. A waiver by either party of any breach shall not be deemed a waiver of any subsequent breach. This Agreement 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.

14. MISCELLANEOUS

The headings in this Agreement are for convenience only and shall not affect interpretation. The parties acknowledge that they have had the opportunity to seek independent legal advice with respect to this Agreement.

Seller:

By:

Date:

Purchaser:

By:

Date:

What a Legal Repurchase Agreement Is and when it’s used

A Legal Repurchase Agreement (commonly called a repo) is a secured financing contract where one party sells assets or securities to a counterparty and agrees to repurchase them at a later date for a specified price. The agreement sets the collateral description, repurchase price and date, interest or financing rate, margin and margin-maintenance terms, default remedies, and priority of claims. Repos are widely used in short-term secured lending and securities financing. Parties often reference governing law and may perfect security interests by filing a UCC-1 financing statement when appropriate.

Why drafting a clear Legal Repurchase Agreement matters

A well-drafted Legal Repurchase Agreement clarifies parties’ obligations, protects collateral value, and reduces counterparty credit and operational risk. Clear pricing, margin, and default provisions help avoid disputes and support enforceability in state and federal proceedings, improving certainty for both lender and borrower.

Who typically executes a Legal Repurchase Agreement

Financial institutions, asset managers, and corporate treasuries commonly use repurchase agreements for short-term funding and liquidity management.

Banks and broker-dealers that provide short-term financing secured by securities or collateral and manage settlement and custody obligations.
Hedge funds and asset managers that use repos to finance positions, manage leverage, and meet short-term liquidity needs.
Corporate treasuries and institutional borrowers that use repurchase arrangements to optimize working capital and manage temporary cash needs.

Knowing common users helps allocate negotiation responsibilities, identify signing authority, and determine necessary supporting documents for execution and enforcement.

Key parties and their roles

Banker

Typically structures credit terms, monitors collateral and margin requirements, and enforces remedies on default. Responsible for documenting the financing and coordinating any UCC-1 filings or custody arrangements.

General Counsel

Reviews agreement language for legal risk, statutory compliance, and enforceability. Advises on governing law, perfection steps, cross-default clauses, and whether additional disclosures or notices are required.

Essential data fields every agreement must include

Parties' legal names: Exactly as on legal documents

Effective date: MM/DD/YYYY format

Repurchase price: Numeric currency amount

Collateral description: Precise securities or asset IDs

Default remedies: Foreclosure or sale rights

Governing law: State law controlling interpretation

Common legal and financial risks to watch

Misspelled party: May void enforcement

Unclear collateral: Triggers ownership disputes

Missing signatures: Limits contract validity

Insufficient margin terms: Increases counterparty exposure

Improper UCC filing: May impair priority

Noncompliance with law: Regulatory penalties possible

Frequent drafting and execution mistakes

Using informal collateral descriptions instead of unique identifiers leads to disputes about which assets secure the repurchase obligation and complicates enforcement.
Failing to state the repurchase price formula or financing rate clearly can create differing interpretations and unexpected economic exposure for either party.
Omitting margin call timing or cure periods increases the risk of inadequate collateral maintenance and sudden margin shortfalls during market stress.
Neglecting signature authority or executing under an inactive legal entity can render the agreement unenforceable or lead to claims of lack of capacity.

Step-by-step: completing and executing the agreement

Follow these sequential steps to create, verify, and finalize a legally enforceable repurchase agreement.

01

Prepare document: Draft terms, attach collateral exhibits and calculation formulas.
02

Verify parties: Confirm legal names and signatory authority with corporate documents.
03

Set perfection steps: Decide on UCC filing, custody, or possession arrangements.
04

Execute and exchange: Obtain signatures, make payments, and circulate executed copies.

Where executed copies should go and filing options

After execution, route copies to the right parties and complete any public filings needed to perfect security interests.

Counterparty: Deliver an executed original or authenticated copy to the other party.
Custodian or clearing agent: Provide collateral schedules and custody instructions as required.
UCC filing (if used): File a UCC-1 financing statement in the debtor's state to perfect security interests.
Internal records: Store signed copies in secure record systems for compliance and audit.

Digital workflow settings for online completion

Configure a repeatable template to reduce errors and speed execution. Suggested settings below match common repo workflows.

Field	Recommended Setting
Signature method	eSignature with audit trail
Authentication level	Email plus SMS code or KBA for institutions
Template reuse	Lock core terms; expose variable fields
Notifications	Automated reminders for signers and controllers

Technical considerations for eSigning and storage

Choose a solution that records timestamps, signer attribution, and a tamper-evident audit trail; verify it can export signed records for repository or regulatory needs.

File formats: PDF and DOCX supported
Integrations: Salesforce, NetSuite, Google Workspace
Notarization support: Remote notarization options

Key dates and typical timing expectations

Repurchase agreements are time-sensitive; set and monitor key dates to avoid settlement failures or disputes.

Settlement date:

Date when assets transfer and funds are delivered.

Repurchase date:

Date set for repurchase per agreement terms.

Margin call response time:

Often 24 hours unless otherwise specified.

Default cure period:

Typical cure windows are 1–5 business days.

Record retention deadlines:

Keep executed files per regulatory retention rules.

Core clauses and provisions to include

Include clear clauses covering economic terms, collateral mechanics, and legal protections to reduce disputes and support enforceability.

Collateral

Describe assets precisely (CUSIP, account numbers), include exhibits listing collateral, and address substitution and valuation procedures to avoid ambiguity.

Repurchase Price

Specify the exact repurchase amount or formula, define interest or financing rate, and state rounding or calculation conventions in detail.

Term

Define whether the repo is overnight, term, or open and include fallback language for business-day adjustments and settlement failures.

Default Remedies

Detail sale or foreclosure procedures, expense recovery, and set-off rights; align remedies with perfection steps like UCC filing.

Representations

Include seller and buyer representations regarding title, authority, enforceability, and absence of liens to reduce future disputes.

Priority and Perfection

State whether a UCC-1 financing statement will be filed and specify priority treatment relative to other secured creditors.

Typical eSignature pricing and capability comparison

Comparing vendor pricing and core capabilities helps determine fit for high-volume repurchase agreement workflows. signNow appears first in the table for direct comparison.

	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 card required	Varies by plan	Varies by plan	Varies by plan	Varies by plan
Bulk Send	Yes (Business Premium)	Varies by plan	Varies by plan	Varies by plan	Varies by plan
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes (BAA available)	Varies by plan	Varies by plan	Varies by plan	Varies by plan

Frequently asked questions about Legal Repurchase Agreements

Answers to common legal and execution questions to help avoid pitfalls when drafting, signing, and enforcing a repurchase agreement.

Need help? Contact support

Is an electronic signature valid?
Yes. Electronic signatures are generally enforceable under the federal ESIGN Act (15 U.S.C. §7001) and UETA where adopted, provided intent, consent, attribution, and reliable record retention are present.
When is notarization required?
Most repo agreements do not require notarization to be valid, but notarization or RON may be necessary where state law or specific collateral perfection practices require a notarial act.
Should I file a UCC-1 financing statement?
If the agreement creates a security interest in collateral, filing a UCC-1 usually perfects the lien and establishes priority. Consult counsel for proper debtor jurisdiction and collateral description.
How do I correct an executed agreement?
Avoid unilateral edits after execution. Use a written amendment signed by all parties or a corrective amendment referencing the original agreement and executed with the same formalities.
Can a party revoke consent to electronic records?
Under ESIGN, consumer-facing transactions require a consumer disclosure and method to withdraw consent. Withdrawal may affect the parties’ ability to rely on electronic records.
What happens if a signer lacks authority?
If a signatory lacked authority, the contract may be voidable. Verify corporate authorization, obtain certificates of incumbency, or secure ratification to reduce risk.

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