Question 1

Are electronic signatures valid on counterpart contracts?

Accepted Answer

Yes, in most jurisdictions. The U.S. ESIGN Act, the EU eIDAS regulation, and similar laws in most countries recognize electronic signatures as legally equivalent to handwritten ones. Combine a counterpart clause with e-signatures and you can close deals from anywhere.

Question 2

Do you need a counterpart clause for a contract to be valid?

Accepted Answer

Not technically — but it removes any doubt. Without one, a party could argue that the contract isn't valid because not everyone signed the same document. The clause costs you one sentence and eliminates that risk entirely.

Question 3

Can you sign counterparts at different times?

Accepted Answer

Yes. The contract becomes effective once all parties have signed their respective copies. If you sign on Monday and they sign on Friday, the contract is formed on Friday. The counterpart clause makes clear that timing differences don't affect validity.

Question 4

What does a counterpart clause look like?

Accepted Answer

Usually one sentence: '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.' Simple, standard, and solves the problem.

Question 5

Do faxed counterparts still count?

Accepted Answer

Yes — faxed and scanned copies are generally accepted as valid counterparts. Most modern counterpart clauses explicitly include 'facsimile, PDF, or electronic copies.' That said, if you're still using a fax machine in 2025, you might have bigger issues.

Counterpart

Definition

In Practice

Common in these contract types

Frequently asked questions about counterpart

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