What is Counterparts?

Definition

A counterparts clause states that the contract can be executed in multiple separate copies, each of which is treated as an original, and all of which together form one binding agreement. This is a standard procedural provision that allows parties in different locations to sign their own copy without needing to be in the same room or sign the same physical document. With the rise of electronic signatures and remote business, counterparts clauses appear in nearly every modern contract. The practical importance is that each signed copy carries the same legal weight as if both parties had signed a single document together. For example, if you and a client each sign separate copies of a service agreement via DocuSign, the counterparts clause confirms that both signatures together create one enforceable contract. Watch for contracts that lack a counterparts clause but are being signed remotely, as this can occasionally create enforceability questions in jurisdictions with strict signature requirements.

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