Counterparties

A contract needs the legal entity on the other side of the agreement. The counterparty register gives the team a code, legal name, entity type, state of incorporation, tax identifier, registered address and primary signer title. The contract points to that entity directly. This matters when a familiar business name covers more than one legal company or when a signer acts under a title that needs checking before signature.

The Contract Manager should select the right counterparty before choosing the template and entering terms. Procurement can help with supplier agreements. Legal Counsel can review the registered name and address as part of contract review. The active flag makes it possible to distinguish a current counterparty record from one the team should no longer use for new agreements.

• Entity identity. The counterparty code and legal name identify the organization that signs the contract.
• Contract link. Each agreement points to its counterparty, allowing a person to inspect related contract terms and dates.
• Maintenance. The active selection helps administrators keep the register usable as counterparties change.

A title on the counterparty record is useful context for signature preparation. It is still the team’s job to check the current signing authority when an envelope is prepared. Keep the registered address and state of incorporation current enough for Legal Counsel to recognize the entity during review.

Agree who creates and edits counterparty records, how codes are assigned, and when a record is set inactive. Decide which team checks the legal name against the proposed contract and how corrections are handled when a draft already points to the wrong entity. Limit access to sensitive identifiers according to your organization’s policy. The role design should reflect who needs the tax identifier and who only needs to identify the legal party.

A Sales Manager asks for a new service order with an existing customer. The Contract Manager finds two similarly named entities. The registered address and state of incorporation distinguish the intended signer. The manager selects that entity on the draft, checks the primary signer title, and asks Legal Counsel to confirm the agreement names the same party. Approval and signature work then follows the contract record; the counterparty register remains the stable reference for later renewals.

• Active counterparties — Check current legal entities before selecting one on a draft.
• Contracts in review — Check which counterparty is named on an agreement awaiting a decision.

See draft and clause review for the initial selection, then approval and execution for the final check before signature.