Here with another post to demystify contracts, today we discuss counterparts. In a common provision, we see something like:
Counterparts. This Agreement may be executed in counterparts, all of which taken together shall constitute the same agreement.
In first grade, we learned to figure out new words using context. Great. Context here is that uh, there is an Agreement, and there can be several yet not? Hmmm. That got you nowhere fast, didn’t it? Not to worry. It actually is pretty simple. That sentence means that if I sign the signature page for our contract, and you sign the signature page for our contract, it doesn’t have to be same exact piece of paper that we sign. We can each sign our own piece of paper, and the contract is good. Without that little sentence, it means we each have to sign the same exact piece of paper.
If we happen to be in the same room, then yeah, it is easy to get that same piece of paper signed. But what if you are safe and dry, here in Wisconsin, and I happen to be in Miami. I may have internet access, but you aren’t coming to see me anytime soon, and if I was leaving Miami, I would have done so last week. So we each sign our own piece of paper, scan and send it to show it happened, and voila, we have a contract!