Legal Signature Requirement Form

Legal Signature Requirement Form

This Legal Signature Requirement Form is entered into by and between Client Name: , with Principal Address: and Provider Name: , with Principal Address: , effective Date:

Recitals

WHEREAS, the parties each execute instruments, agreements, and administrative actions in the course of their business operations that require clearly defined signature authority and authenticated signature specimens; and

WHEREAS, the parties desire to establish binding internal requirements, specimen formats, verification procedures, and limits on delegated signing authority to reduce risk and ensure enforceability of executed documents; and

WHEREAS, each party intends that documents executed in compliance with the requirements set forth in this Form shall be deemed valid and binding on the executing party and third parties relying in good faith on such signatures.

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

1. Definitions

1.1 "Authorized Signatory" means an individual or officer expressly designated in Section 3 of this Form who has been granted the authority to execute and deliver documents on behalf of a party, within the limits specified herein.

1.2 "Signature Specimen" means the representative sample or method of signature (handwritten, electronic signature token, or digital certificate) maintained by the party to enable verification of executed documents.

1.3 "Threshold Amount" means a monetary limit above which additional internal approvals are required prior to execution, as described in Section 2.3.

2. Authorization and Scope

2.1 Each party hereby designates the individuals listed in Section 3 as Authorized Signatories with authority to execute, deliver, and bind the party by signature on agreements, transactional documents, certificates, and similar instruments within the scope described in this Form.

2.2 An Authorized Signatory's execution is conclusive evidence for third parties acting in good faith that the executing individual possessed the authority granted herein, unless the third party has actual knowledge of a contrary internal limitation not disclosed to such third party.

2.3 Threshold Amount for single-signature authority: $ . Transactions in excess of this amount require dual signatures or prior written approval as further specified by the designating party's internal policies.

3. Authorized Signatories

Designated signatory 1

Designated signatory 2

3.1 Each listed Authorized Signatory is authorized to sign documents on behalf of the designating party in the capacities and up to the Threshold Amount stated above. Any signature by an individual not listed shall be ineffective to bind the party unless ratified in writing by an officer authorized by corporate or organizational governance.

4. Signature Types and Specimen Formats

4.1 Authorized signature methods accepted by the parties (select all that apply):

5. Verification, Recordkeeping, and Documentation

5.1 Each party shall maintain contemporaneous records evidencing the identity and authority of each Authorized Signatory, including copies of specimen signatures, identification documents, and the corporate or organizational authorization establishing the signer’s authority.

6. Revocation and Amendment of Authority

6.1 Authority granted by this Form may be revoked or amended at any time by written notice delivered to the other party’s notice contact. Revocation or amendment shall be effective only upon receipt and a reasonable opportunity for the receiving party to implement the change.

7. Representations, Warranties and Indemnity

7.1 Each party represents and warrants that: (a) it has full power and authority to enter into this Form and to grant the authorities set forth herein; and (b) the execution and delivery of documents by its Authorized Signatories in accordance with this Form will be valid, binding, and enforceable against the party.

7.2 Each party shall indemnify, defend and hold harmless the other party from and against any loss, liability, cost or expense arising directly from reliance on a signature that was outside the authority granted herein due to the indemnifying party’s failure to maintain or produce accurate records of authority, except where the relying party had actual knowledge of such lack of authority.

8. Notices

Notices required under this Form shall be in writing and delivered to the notice contacts provided herein. If emailed, notice is effective upon transmission; if mailed, notice is effective upon actual receipt.

9. Amendments; Waiver; Counterparts

9.1 This Form may be amended only by a written instrument signed by authorized representatives of both parties. No course of dealing or failure to insist upon strict performance shall constitute a waiver of any provision.

9.2 This Form may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one instrument. Signatures delivered by electronic transmission shall be effective for all purposes.

10. Governing Law; Entire Agreement; Severability

10.1 Governing Law: This Form shall be governed by and construed in accordance with the laws of the jurisdiction selected by mutual agreement of the parties.

10.2 Entire Agreement: This Form constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior understandings and agreements concerning such subject matter.

10.3 Severability: If any provision of this Form is held to be invalid, illegal or unenforceable, the remaining provisions shall continue in full force and effect.

Execution and Certification

Each party certifies that the individuals listed as Authorized Signatories are duly authorized to act on the party’s behalf and that the information and specimens provided with this Form are true, complete, and correct as of the date signed below. A party relying in good faith on a document executed under the parameters set forth herein may assume the continuing authority of the signatory until notice of revocation is received and reasonably implemented.

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