Boilerplate Terms

What Does “Counterparts” Mean in a Contract?

A provision allowing parties to sign separate copies of the contract, with all copies together forming one agreement.

Detailed Explanation

Counterparts clauses allow parties to sign different copies of the same document - you don't all need to sign the same physical paper. Each signed copy is an "original," and together they constitute the complete agreement.

This is practical when parties are in different locations. Most counterparts clauses now include electronic signatures, recognizing that many contracts are signed digitally.

Example in a Contract

This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one instrument. Electronic signatures shall be deemed original signatures.

Why It Matters

Counterparts make remote signing practical. But ensure all counterparts have identical terms - signing different versions creates problems. Verify the final version matches what you negotiated.

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