Counterparts facsimile execution: Overview, definition, and example
What is counterparts facsimile execution?
Counterparts facsimile execution refers to a clause in contracts that allows the agreement to be signed in multiple copies (counterparts) and through electronic or faxed signatures (facsimile execution). Each signed copy is considered legally valid, and together, they form a complete agreement.
For example, if two businesses sign a contract but are in different locations, one party can sign and fax or email a scanned copy to the other party, who then signs their own copy. Both signed documents are treated as part of the same legally binding contract.
Why is counterparts facsimile execution important?
This clause is important because it allows contracts to be signed quickly and efficiently, even when parties are not in the same place. It also ensures that faxed, scanned, or electronically transmitted signatures hold the same legal weight as an original signature.
For businesses, this speeds up deal-making, reduces paperwork delays, and provides flexibility in contract execution. It is especially useful for international agreements, remote transactions, and time-sensitive deals.
Understanding counterparts facsimile execution through an example
Imagine two companies negotiating a partnership agreement. The CEO of one company is in New York, while the other is in London. Instead of waiting for physical copies to be mailed back and forth, both CEOs sign separate copies of the contract and email scanned versions to each other. The contract includes a counterparts facsimile execution clause, so the emailed copies are legally valid, and the agreement is considered fully executed.
In another example, a freelance designer signs a contract with a client for a design project. The contract allows for facsimile execution, so both parties sign the document digitally and exchange PDF copies. Even though no physical copies are exchanged, the contract is still legally binding.
An example of a counterparts facsimile execution clause
Here’s how a counterparts facsimile execution clause might appear in a contract:
“This Agreement may be executed in multiple counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. Execution and delivery of this Agreement by facsimile, scanned copy, or electronic signature shall be valid and legally binding.”
Conclusion
Counterparts facsimile execution allows contracts to be signed in multiple copies and through electronic or faxed signatures, ensuring efficiency and flexibility in business transactions.
For businesses, including this clause in agreements simplifies contract execution, reduces delays, and ensures that electronically signed copies are legally enforceable, making it easier to finalize deals without requiring physical signatures.
This article contains general legal information and does not contain legal advice. Cobrief is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.