Signing Contracts & Deeds
These notes relate to signing contracts and agreements under English law, which can apply anywhere in the world by consensus between the people signing the contract.
Completing Your Contract Template
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The date usually appears at the beginning of the contract but it is normally the last item to be completed as it will usually be dated when it has been signed by all parties. Sometimes, however, work under an agreement will start before - or perhaps some time after - the date which appears in the agreement. This can be catered for in the language of the contract. For example, in our Agency Agreement (Doc A101) there is a defined "Commencement Date" which specifies the date upon which performance of the agreement commences.
Be sure to insert full and accurate details here. The details will vary depending on whether a party to the contract is a company, partnership, individual or some other entity, and whether the party is based in the UK or another country.
Limited Company (UK)
Ping Pong Limited, a company incorporated in England under company no. 345678 whose registered office is at 1 Table Tennis Street, London EC1A 4BE.
John Reginald Smith and Jeremy Jones, carrying on business in partnership under the name of "Smith & Jones" of 1 Table Tennis Street, London EC1A 4BE.
Individual who carries on business under a trading name:
Jeremy Jones carrying on business as Ping Pong Supplies of 1 Table Tennis Street, London EC1TA BLE
Jeremy Jones of 23 Acacia Avenue, Tennis Town, Essex EX23 4DY
MAIN TEXT OF THE CONTRACT
Where we have inserted wording in square brackets and/or in italics, this indicates that the wording is there by way of example - e.g. time periods or the name of an institution which will appoint an arbitrator. Be sure to remove the square brackets and insert the selected language before finalising the contract.
SIGNING THE CONTRACT
Always ensure that whoever signs the contract has authority to do so.
In the case of a limited company or corporation, the Articles of Association may specify who can sign. Under English law, the signature of a director can normally be relied upon by the other party as a director will usually have ostensible authority with which to bind the company of which he/she is a director. Sometimes an executive officer of a company will sign rather than a director.
The safest course is to get all the partners to sign. That is not always practical so check to ensure that the partner or partners who sign have authority to do so.
The individual who owns the business should sign.
Where a public body or government entity is a party to a contract, confirmation as to the authority of the person signing should be obtained.
In the case of an individual, clearly the individual should sign personally.
WITNESSES TO SIGNATURES
The underlying purpose of having a signature witnessed by a third party is for evidential reasons. The witness would be able to confirm that the signature on the agreement is indeed the signature of the party whose name appears.
Some contracts are written in the form of a letter that sets out the terms. In order to have a legally binding agreement, the party signing the letter and the party to whom it is addressed will need to sign. This is usually dealt with by sending two copies of the letter to the other party, asking them to sign and return one copy.
NUMBER OF SIGNED CONTRACT COPIES
It is usual for each party to a contract to retain one original. Thus, where there are two parties, two original copies should be signed and one retained by each party.
WHAT IS A DEED?
Certain documents under English law are known as ‘deeds.’ A deed is a document that has to be signed and witnessed and the document itself should state that it is executed and delivered as a deed.
Executing (i.e. Signing) a Deed.
The key requirements are:
In addition to the explanatory notes which come with each document, there is further free information in our Free Documents section. You’ll find notes on Arbitration, Governing Law and several other topics that can help you get your document just right.
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Examples of wording for signing or executing contracts and deeds
Signed for and on behalf of XYZ Limited
Simple Agreement with Witnesses:
Signed for and on behalf of XYZ Limited:
In the presence of:
In the presence of:
Please confirm your agreement to the terms set out in this letter by signing and returning the attached copy to me.
On the copy:
I/We ________________ of ____________________________ confirm our agreement to the terms set out above.
Signing a Deed
Where a seal is required:
Executed by attaching the seal of XYZ Limited in the presence of:
Where a seal is not required and two officers sign:
Executed and delivered as a Deed by XYZ Limited and signed by two duly authorised officers on its behalf:
Where a seal is not required and one director signs:
Executed as a Deed by XYZ Limited acting by
In the presence of:
Keywords: signing contracts, deeds, filling in a contract template, completing templates