Don’t Bother Saying that the Parties Accept the Terms of a Contract

Here are two concluding clauses:

The authorized signatures for MICHIGAN and COMPANY below signify their acceptance of the terms of this AGREEMENT.

IN WITNESS WHEREOF, the parties have indicated their acceptance of the terms of this Agreement by their signatures below on the dates indicated.

In both these concluding clauses, the parties say they’re accepting the terms of the contract. That’s unnecessary: signing a contract is sufficient to indicate assent.

I don’t even think it’s worthwhile to remind of the parties that a contract is binding. If someone doesn’t know the effect of signing a contract, they shouldn’t be let near a business contract.

For the same reason, I don’t use the phrase intending to be legally bound. See this 2012 post.

But sometimes you have to include something about acceptance. For example, an employee separation agreement I prepared recently included this: “that he understands and voluntarily accepts the terms of this agreement.” It’s required by statute; forgive me if I can’t recall the details.

I offer no opinion regarding what it’s appropriate to say in consumer contracts.

 

About the author

Ken Adams is the leading authority on how to say clearly whatever you want to say in a contract. He’s author of A Manual of Style for Contract Drafting, and he offers online and in-person training around the world. He’s also chief content officer of LegalSifter, Inc., a company that combines artificial intelligence and expertise to assist with review of contracts.