Is a Sales Exhibit legally binding?

Yes when properly authorized and executed, an exhibit incorporated into a contract is enforceable. Electronic signatures satisfy ESIGN Act requirements (15 U.S.C. §7001) and state UETA laws, except where statutes expressly prohibit electronic execution.

When is notarization required?

Most Sales Exhibits do not need notarization. Notary requirements arise when an exhibit affects real property or statutory filings; check state rules for deeds or powers of attorney that may be attached.

Can I change an exhibit after signing?

Amendments require mutual written agreement per contract terms. Use a signed amendment or replacement exhibit to avoid ambiguity; track version history and effective dates.

What if names or amounts are incorrect?

Minor clerical errors should be corrected by an executed amendment. Material errors that alter obligations can lead to disputes; consider re-execution to ensure enforceability and clarity.

How should executed exhibits be stored?

Store signed exhibits in a secure document repository with tamper-evident audit trails. Maintain retention schedules consistent with IRS, HIPAA, and corporate recordkeeping policies.

Are electronic exhibits acceptable for audits?

Yes if they meet evidentiary standards: demonstrate signer intent, consent, attribution, and reliable retention. Preserve audit trails showing timestamps, signer identity, and actions taken during execution.

Sales Exhibit

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SALES EXHIBIT

Exhibit Identification

Exhibit Number: Effective Date:

Parties and Reference

Seller Name: Buyer Name:

Seller Billing Address Buyer Billing Address

Reference Agreement:

Scope of Supply

This Sales Exhibit describes the specific goods and/or services, quantities, pricing and delivery obligations to be provided by Seller to Buyer under the Reference Agreement. Seller shall supply the goods and services in accordance with the specifications, quantities and schedule set forth below.

Detailed Description of Goods/Services

Itemized Pricing

Item	Description	Quantity	Unit Price	Total

Subtotal:

Tax (specify rate): Amount:

Shipping & Handling:

Total:

Payment Terms

Payment Due: Net days from invoice date. Accepted payment methods: Wire Transfer ACH Check Credit Card

Late Payment Penalty: . Seller reserves the right to suspend deliveries for past-due invoices after providing written notice.

Invoice Delivery Address

Delivery and Risk of Loss

Delivery Date / Window: . Shipping Method:

Risk of Loss:

Inspection, Acceptance, and Returns

Buyer shall have days from delivery to inspect and notify Seller of nonconforming goods. Absent timely notice, goods will be deemed accepted.

Return and Refund Policy

Warranty

Warranty Duration: from date of delivery. Warranty Coverage: Seller warrants that goods will conform to the agreed specifications and be free from material defects in workmanship and materials. Exclusions:

Warranty Remedies

Limitation of Liability

Except for willful misconduct or gross negligence, Seller's aggregate liability arising out of or in connection with this Exhibit shall not exceed . In no event shall either party be liable for consequential, incidental, special or punitive damages.

Change Orders

Any changes to scope, quantities, pricing or delivery shall be made only by written change order signed by authorized representatives of both parties. Change orders shall specify the impact on price and schedule and shall form part of this Exhibit when executed.

Change Order Procedure

Governing Law and Miscellaneous

Governing Law: The laws of shall govern this Exhibit without regard to conflict of law principles.

Entire Agreement: This Exhibit, together with the Reference Agreement, constitutes the entire agreement between the parties with respect to the subject matter hereof. If there is any conflict between this Exhibit and the Reference Agreement, the Reference Agreement shall govern unless this Exhibit expressly amends a specific term.

Signatures

Seller

Party Label:

By:

Date:

Buyer

Party Label:

By:

Date:

What a Sales Exhibit Is and when it’s used

A Sales Exhibit is a contractual attachment that records the specific commercial terms tied to a larger agreement: product or service specifications, pricing, quantities, delivery schedules, acceptance criteria, and any exceptions to the main contract. It functions as an authoritative, itemized reference that clarifies what is being bought or sold, how payment will be calculated and when obligations are triggered. Exhibits are commonly appended to master services agreements, purchase orders, and sale contracts to avoid ambiguity and to provide a clear basis for invoicing, delivery and warranty enforcement.

Why attaching a clear Sales Exhibit matters

A concise, well-drafted Sales Exhibit reduces disputes by documenting scope, price, delivery, and acceptance terms in one place. When signed, the exhibit becomes part of the enforceable contract; electronic signatures meet federal requirements under the ESIGN Act (15 U.S.C. §7001) and state UETA laws adopted by most states, subject to recognized statutory exceptions.

Who typically prepares and signs a Sales Exhibit

Sales teams, contract managers, procurement officers, and outside counsel commonly prepare or review Sales Exhibits before execution.

Sales and account managers responsible for pricing and delivery commitments
Procurement and purchasing staff verifying quantities, shipping and acceptance
Legal or contract administrators reviewing liability, warranty, and termination language

Signatories usually include an authorized representative of the seller and an authorized representative of the buyer; identify signatory authority in the exhibit to avoid invalid signatures.

Core elements to include in a professional Sales Exhibit

A complete Sales Exhibit combines technical, commercial, and administrative items so parties can operationalize the agreement without repeatedly referring to the main contract. Include measurable acceptance tests and clearly defined payment triggers to reduce later disputes.

Product Details

Item descriptions, SKU or part numbers, unit measures, and any applicable standards or specs required for delivery and acceptance.

Pricing

Unit price, applicable discounts, taxes, and formula for price adjustments tied to indices or volumes; state any currency and rounding rules.

Delivery Terms

Incoterms or delivery point, lead times, milestones, shipment method, and responsibility for freight or insurance during transit.

Acceptance Criteria

Objective tests, inspection periods, rejection procedures, remedy options, and timeframes for approval or rejection.

Payment Terms

Invoice timing, payment due date, late fees, early-payment discounts, and whether payment is milestone-based or on delivery.

Warranties & Liabilities

Limited warranty language, service levels, warranty duration, remedies, and caps on liability specific to the exhibit items.

Step-by-step: completing and executing a Sales Exhibit

Follow these steps to prepare, review, sign, and distribute the exhibit so it becomes an enforceable part of the contract.

01

Draft the Exhibit: Populate the fields with clear specs and pricing.
02

Internal Review: Legal and finance verify terms and approval thresholds.
03

Execution: Obtain authorized signatures and dated signature blocks.
04

Distribute and Store: Provide final copies to parties and retain securely.

How to set up an online Sales Exhibit workflow

Configure a digital workflow to automate routing, signing order, and data capture for repeatable Sales Exhibit execution.

Field	Configuration
Signer Order	Define sequential or parallel signing as required
Authentication Method	Email link, SMS code, or higher-assurance KBA
Conditional Fields	Show or hide pricing rows based on selections
Notifications	Enable reminders and completion confirmations

Technology and format considerations for eSubmissions

Make sure the platform supports the formats and integrations your team uses to avoid manual conversion steps.

File formats: PDF, DOCX, HTML, Excel
Integrations: Salesforce, NetSuite, Google Workspace
Audit records: Tamper-evident audit trail

Choose a workflow that retains a machine-readable audit trail and preserves executed document integrity across systems.

Typical online signing flow for a Sales Exhibit

A reliable digital signing flow reduces manual handoffs and captures evidentiary data that supports enforceability.

Upload Document: Add the exhibit PDF or DOCX to the signing system.
Place Fields: Insert signature, date, and data fields where required.
Assign Signers: Enter signer emails and specify signing order.
Execute and Archive: Collect signatures and store the completed exhibit.

Typical timing and deadlines tied to a Sales Exhibit

Define explicit deadlines in the exhibit so both parties understand delivery, acceptance, invoicing and remedy windows.

Delivery Lead Time:

State number of days from order to shipment or performance.

Acceptance Period:

Specify the inspection window after delivery (for example, 10–30 days).

Invoice Due Date:

Set payment terms such as Net 30 or Net 45 from invoice date.

Warranty Period:

Define warranty duration measured from acceptance or delivery.

Change Request Window:

Set timeframe and process for requesting exhibit changes.

Common preparation mistakes to avoid

Ambiguous acceptance criteria that leave inspection standards undefined and invite disputes over performance.
Missing signatory authority information; unsigned exhibits or signatures by unauthorized staff can invalidate the document.
Inconsistent pricing or currency references between the exhibit and the main contract, leading to conflicting payment expectations.
Failing to attach referenced schedules or technical specs so deliverables cannot be verified against a documented standard.

Risks and potential consequences of a flawed Sales Exhibit

Contract Dispute: Delay in payments or deliveries

Void Terms: Invalid signatures may render exhibit unenforceable

Financial Exposure: Uncapped liability for incorrect warranty language

Tax Impact: Incorrect invoice details risk withholding issues

Operational Delay: Ambiguous delivery windows cause missed milestones

Reputational Risk: Repeated errors undermine buyer trust

Typical eSignature vendor pricing and capability comparison

Compare starting price and key features relevant to executing Sales Exhibits. signNow is listed first per comparative format; confirm plan details with each vendor before purchase.

	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 trial	Varies by plan	Varies by plan	Varies by plan	Varies by plan
Bulk Send	Yes	Yes	Yes	Yes	Varies
Audit Trail	Yes	Yes	Yes	Yes	Yes
Envelope Cap	No envelope cap	100 envelopes/user/year	Varies	Varies	Varies

Real-world scenarios showing how Sales Exhibits are used

Sample applications illustrate typical exhibit structure and operational benefits in customer settings.

Martin Properties example

A regional property manager used an exhibit to list unit-specific pricing and service levels for 50 leased units.

Tim Martin, Founder, Martin Properties, confirmed streamlined execution.
By attaching an exhibit to each lease, Martin Properties avoided repeated negotiations, accelerated tenant move-ins, and kept consistent acceptance criteria across properties.

Xerox integration example

A technology vendor standardized service-level exhibits across enterprise customers to align billing and support.

Kodi-Marie Evans, Director of NetSuite Operations at Xerox, highlighted integration benefits.
The standardized exhibits reduced invoice disputes and enabled automated billing via ERP integration, improving cash collection and operational consistency.

Frequently asked questions about Sales Exhibits

Answers to common legal and practical questions about preparing, signing, and storing Sales Exhibits.

Need help? Contact support

Is a Sales Exhibit legally binding?
Yes when properly authorized and executed, an exhibit incorporated into a contract is enforceable. Electronic signatures satisfy ESIGN Act requirements (15 U.S.C. §7001) and state UETA laws, except where statutes expressly prohibit electronic execution.
When is notarization required?
Most Sales Exhibits do not need notarization. Notary requirements arise when an exhibit affects real property or statutory filings; check state rules for deeds or powers of attorney that may be attached.
Can I change an exhibit after signing?
Amendments require mutual written agreement per contract terms. Use a signed amendment or replacement exhibit to avoid ambiguity; track version history and effective dates.
What if names or amounts are incorrect?
Minor clerical errors should be corrected by an executed amendment. Material errors that alter obligations can lead to disputes; consider re-execution to ensure enforceability and clarity.
How should executed exhibits be stored?
Store signed exhibits in a secure document repository with tamper-evident audit trails. Maintain retention schedules consistent with IRS, HIPAA, and corporate recordkeeping policies.
Are electronic exhibits acceptable for audits?
Yes if they meet evidentiary standards: demonstrate signer intent, consent, attribution, and reliable retention. Preserve audit trails showing timestamps, signer identity, and actions taken during execution.

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