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Legal Valuation Agreement

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Legal Valuation Agreement

This Legal Valuation Agreement (the Agreement) is made as of Effective Date: by and between Client Name: with primary address at (hereinafter "Client"), and Valuator Name: with primary address at (hereinafter "Valuator").

Recitals

WHEREAS, Client requires an independent valuation, appraisal, or expert valuation analysis regarding the matter described as: ; and

WHEREAS, Valuator possesses the necessary qualifications, experience, licenses, and independence to perform the valuation described in this Agreement and represents that it is free of any disqualifying relationships and conflicts with respect to the valuation engagement; and

WHEREAS, the parties desire to set forth the terms and conditions under which Valuator will perform the valuation services and deliver a written valuation report to Client.

NOW, THEREFORE

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

1. Scope of Services

1.1 Engagement. Valuator shall perform a valuation of the subject identified above and provide a written report (the Report) containing the valuation conclusion, the methodologies employed, underlying assumptions, supporting data, and any limiting conditions. The specific tasks to be performed are summarized as:

1.2 Standards and Methodology. Valuator shall apply valuation methodologies reasonably accepted in the industry for similar assignments and will disclose the specific valuation approaches and key inputs used in the Report. Valuator will exercise professional judgment and document all material sources of information relied upon.

2. Deliverables and Timing

2.1 Deliverables. Valuator shall deliver to Client a signed original Report and one electronic copy in PDF format, together with any supporting schedules reasonably required to substantiate the valuation conclusion.

2.2 Schedule. Valuator shall use commercially reasonable efforts to deliver the Report no later than , subject to timely receipt of information from Client and any agreed extensions.

3. Fees and Payment

3.1 Fee. Client agrees to pay Valuator a fee of for the services described herein, subject to the payment schedule set forth below.

3.2 Payment Terms. Unless otherwise agreed in writing, Client shall pay Valuator as follows: . Late payments shall accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law.

3.3 Expenses. Client shall reimburse Valuator for reasonable out-of-pocket expenses incurred in connection with the engagement, including but not limited to travel, deliverable production, and third-party data fees, provided that Valuator obtains Client's prior written consent for any single expense in excess of .

4. Confidentiality

4.1 Confidential Information. Each party acknowledges that it may receive confidential, proprietary or privileged information of the other party. Such Confidential Information shall be used only for purposes of performing obligations under this Agreement and shall not be disclosed to any third party except as expressly permitted herein or required by law.

4.2 Exceptions. Confidential Information does not include information that (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; or (c) is rightfully obtained from a third party without restriction.

5. Conflicts of Interest and Independence

5.1 Representation. Valuator represents that, to the best of its knowledge, there are no undisclosed relationships or interests that would reasonably be expected to impair Valuator's independence or objectivity in providing the valuation. Valuator shall promptly disclose any potential conflict that arises during the engagement.

6. Standard of Care; Liability

6.1 Standard of Care. Valuator shall perform services using that degree of care and skill ordinarily exercised by members of the valuation profession with similar training and experience under similar circumstances.

6.2 Liability Limitation. Except for liability arising from willful misconduct or gross negligence, Valuator's total liability to Client for any and all claims arising out of or relating to this Agreement or the Report shall be limited to the total fees paid by Client to Valuator under this Agreement.

7. Term and Termination

7.1 Term. This Agreement shall commence on the Effective Date and shall continue until the completion and delivery of the Report, unless earlier terminated in accordance with this Section.

7.2 Termination for Convenience. Either party may terminate this Agreement for convenience upon providing days' prior written notice to the other party. In the event of termination, Valuator shall be compensated for services performed and expenses incurred through the effective date of termination.

8. Notices

All notices, requests, consents, claims, demands and other communications hereunder shall be in writing and addressed to the parties at the addresses set forth below or to such other address that a party may specify in writing:

9. Amendments; Waiver; Counterparts

9.1 Amendments. No amendment, modification or supplement to this Agreement shall be valid or binding unless in writing and signed by authorized representatives of both parties.

9.2 Waiver. No failure or delay by either party in exercising any right, power or remedy under this Agreement shall operate as a waiver of such right, power or remedy.

9.3 Counterparts. 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.

10. Governing Law; Severability; Entire Agreement

10.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of laws principles.

10.2 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 in any way be affected or impaired.

10.3 Entire Agreement. This Agreement, together with any exhibits or attachments expressly incorporated by reference, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, representations, and understandings of the parties.

Miscellaneous

11.1 Independent Contractor. Valuator is an independent contractor and nothing in this Agreement shall be construed to create a partnership, joint venture, employment, or agency relationship between the parties.

11.2 Third-Party Reliance. The Report is prepared for the exclusive use of Client and may not be relied upon by any other party except upon the express prior written consent of Valuator, provided that Valuator may condition such consent on additional fees and restricted reliance language.

11.3 Records. Valuator shall retain working papers and documents prepared in connection with the engagement for a period of at least years, unless otherwise required by applicable professional standards.

Client Name:

By:

Date:

Valuator Name:

By:

Date:

Enter text✕

What a Legal Valuation Agreement Is and When it Applies

A Legal Valuation Agreement documents the scope, methods, and deliverables when an expert provides a valuation of assets, businesses, intellectual property, or interests for legal, tax, estate, or transaction purposes. The agreement typically sets the engagement date, identifies the client and valuator, describes the valuation standard (fair market value, fair value, or other), specifies assumptions and limiting conditions, and allocates responsibilities for information, confidentiality, fees, and report delivery. Well-drafted valuation agreements limit disputes about scope, avoid misunderstanding about reliance, and provide an evidentiary foundation if the valuation is later used in litigation, divorce, tax reporting, or corporate transactions.

Why a Written Valuation Agreement Matters

A clear written agreement establishes expectations about methodology, timing, compensation, confidentiality, and permissible uses of the valuation. It reduces procedural disagreement and supports admissibility where courts or tax authorities require documented methodology and chain of custody.

Why a Written Valuation Agreement Matters

Who Typically Engages and Signs a Valuation Agreement

The agreement is used by parties who need a formal valuation: clients, valuation professionals, attorneys, accountants, fiduciaries, and occasionally courts or mediators.

  • Clients and owners who commission valuations for sale, tax, estate, divorce, or buy-sell purposes.
  • Valuation experts (CVA, ASA, MAI) who accept engagement terms and state scope and assumptions.
  • Advisors and counsel who manage reliance, confidentiality, and allocation of liability between parties.

Signatures by authorized representatives and the valuator confirm consent to the engagement terms and support later reliance or challenge assessments.

Primary Roles and Typical Signatories

Valuation Expert

A qualified credentialed appraiser or analyst who accepts the engagement, documents methodology, and delivers a written report supporting assumptions, procedures, and conclusions; often signs to confirm professional responsibilities and limitations.

Client Representative

An officer, trustee, executor, attorney, or other authorized party who requests the valuation, provides information and access, and signs to confirm authority to retain the valuator and to rely on the report as specified.

Step-by-Step: Completing the Agreement

Follow these sequential steps to prepare and finalize a Legal Valuation Agreement accurately.

  • 01
    Identify Parties: Enter full legal names and contact details for each party.
  • 02
    Define Scope: Specify asset(s), valuation standard, date of value, and exclusions.
  • 03
    Set Fees: State fixed fee, hourly rate, retainer, and billing schedule.
  • 04
    Sign and Date: All authorized signatories sign and date the final page.

Core Elements to Include in a Professional Valuation Agreement

A complete agreement organizes technical, commercial, and administrative terms so the report can be relied on by recipients and regulators.

Scope of Work

Describe the purpose, asset(s) covered, valuation date, and applicable valuation standard; explicitly note any limitations and excluded items to prevent downstream disputes.

Methodology

Specify accepted methods (income, market, cost approaches), key assumptions, and any models or forecasts that will be used to derive value.

Deliverables & Timeline

State report format, delivery dates, interim drafts, review periods, and procedures for handling corrections or supplementary analyses.

Fees & Payment

Detail retainer, fee schedule, reimbursable expenses, invoicing cadence, and consequences for late payment or data withholding.

Confidentiality

Define confidentiality scope, permitted disclosures, carve-outs for legal compulsion, and data security expectations for exchanged materials.

Use & Reliance

Specify permitted third-party reliance, disclaimers of reliance (if any), and liability caps or indemnities to allocate risk fairly.

Typical Required Information and Metadata

Party Names: Full legal names
Contact Details: Street address, email
Valuation Date: MM/DD/YYYY
Fee Terms: Amount or rate
Report Format: PDF or DOCX
Signatures: Signed and dated

Key Risks and Potential Consequences

Scope Dispute: Increased litigation risk
Misvaluation: Tax or settlement adjustments
Unauthorized Use: Breach of confidentiality
Late Delivery: Contractual penalties or lost reliance
Incorrect Signatory: Agreement may be voidable
Missing Documentation: Admissibility problems in court

Common Preparation Errors to Avoid

  • Vague subject descriptions that fail to identify exact shares, assets, or interests being valued, which undermines scope and may require rework.
  • Omitting the valuation date or using ambiguous language about the valuation standard, causing inconsistent assumptions and unreliable comparability.
  • Failing to document information sources, assumptions, or forecasting methods, which weakens the report's credibility in tax audits or litigation.
  • Not specifying permitted uses or third-party reliance, creating unexpected disclosures or liability when other parties rely on the valuation.

Practical Examples of How Valuation Agreements Are Used

These short scenarios show common uses and how agreement terms shaped outcomes in each case.

Divorce Valuation

A spouse hired an analyst to value a closely held business using fair market value and a specified valuation date

  • The agreement required disclosure of financial records and a preliminary draft for review
  • Clear scope and delivery terms reduced disputes, and the signed agreement supported admissibility during equitable distribution negotiations.

Estate Tax Valuation

An executor retained a certified appraiser for estate tax reporting on a decedent's business interest

  • The engagement required an appraisal that met IRS secondary valuation standards and included an exhibit listing data sources
  • Defining methodology and reliance in advance prevented costly supplemental analyses and clarified responsibility for filing deadlines.

Customizing the Agreement for Online Completion

Set up fields and routing to match the engagement workflow before the first signature request is sent.

Field Configuration
Party Name Field Auto-fill from contact list
Effective Date Field Date picker MM/DD/YYYY
Signature Block Require signer name and title
Report Attachment Allow PDF upload after signing

Digital Signing and eSubmission Considerations

Use a platform that supports secure eSignatures, audit trails, and required integrations for document delivery and storage.

  • File Formats: PDF, DOCX, HTML
  • Integrations: Salesforce, NetSuite, Google Workspace
  • Authentication: Email, SMS, KBA options

Confirm the platform you choose can capture intent, provide a tamper-evident audit trail, and meet any industry compliance needs such as HIPAA BAA or 21 CFR Part 11 if applicable.

Where to Send or File the Signed Agreement

Follow this routing pattern so each stakeholder receives and retains the executed agreement properly.

  • Client Copy: Deliver a signed PDF to the client and their counsel.
  • Valuator Copy: Valuator retains an original signed report for records.
  • Third-Party Reliance: Provide copies only when the agreement authorizes reliance.
  • Regulatory Filing: File with tax authority if required by statute.

Key Dates and Processing Expectations

Track deliverables and review windows to avoid missed deadlines and downstream penalties.

Engagement Date:

Date the agreement becomes effective.

Report Delivery:

Deadline for draft and final report as specified.

Review Period:

Allowed time for client review and comments.

Corrections Window:

Timeframe for agreed revisions after delivery.

Filing Deadlines:

Tax or court filing dates dependent on use.

Download, Save, and Supporting Document Options

Specify how final materials are delivered and which supporting documents must accompany the report.

Signed Report

Final report delivered as a PDF with embedded timestamp, signature metadata, and an audit trail to document who signed and when; include a cover letter if required by recipient.

Supporting Exhibits

Attach financial statements, contracts, appraiser worksheets, and data source lists as numbered exhibits to preserve source traceability and to support challenge responses.

Format Options

Provide editable DOCX for internal review and locked PDF for official filing; specify whether charts and models are included as separate spreadsheets for transparency.

Storage Copy

Maintain an archival copy in secure long-term storage with version control and access logs for future audits or litigation.

Who Signs and Where Authority Comes From

Authorized Officer

An officer or other individual with corporate authority signs for an entity; include title and a statement of signing authority so third parties can verify the signature against organizational records or corporate resolutions.

Trustee or Executor

For estates or trusts, the named fiduciary signs on behalf of the estate or trust; attach appointment documents or letters testamentary when reliance or recording is expected.

Typical eSignature Vendor Comparison for Valuation Agreements

Comparison of common vendor starting prices and core eSignature capabilities relevant to executing valuation agreements; signNow is listed first for reference.

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 credit card Varies by plan Varies by plan Varies by plan Varies by plan
Bulk Send Yes (Business Premium) Available on select plans Available on select plans Available on select plans Varies by plan
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes (BAA required) Varies by plan Varies by plan Varies by plan Varies by plan
Envelope Cap No envelope cap 100 envelopes/user/year Varies by plan Varies by plan Varies by plan

Frequently Asked Questions About Legal Valuation Agreements

Answers to common questions about signing, notarization, enforceability, and document management for valuation engagements.


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