Your clients no longer need to sign on the dotted line… or more accurately not with a pen.
The Law Commission has recently confirmed that e-signatures are a valid means of executing contracts. No more printing, signing, scanning and emailing an attachment back to complete the steps of acceptance. All these steps are unnecessary delays and barriers to getting the client to say yes.
A single e-mailed document (or better still, short enough to be in the body of the email itself) signed electronically provides a clear record of the parties’ intentions and understanding.
What is an e-signature?
Do I have to draw a recognisable signature?
Not at all. Electronic signatures include:
- the ubiquitous ‘Click I Agree‘ button
- using a stylus, graphic pen, or touchscreen to sign your name
- pasting an image of a signature into document
- typing your name or other identifier at the bottom of an email
- using a code or biometrics to confirm your identity.
In Neocleous v Rees (2019) the court held that a name added by an email footer was a valid signature, as long as it was applied with the intent to authenticate or agree to the contents. Like the Law Commission report, the judgment is not favouring any particular style of e-signature.
Certain platforms for creating digital or electronic documents, such as jotform, also include widgets for more sophisticated e-signing. The current industry leader is DocuSign as this independently verifies the signatory has capacity and authority to sign each specific contract, and adds a unique identifying code to the document, creating a complete audit trail.
What should you do?
- Be aware that you can create legally binding contracts by email.
- When you email an offer or agreement, just ask your client to reply with: “I agree to the terms of your <document> <date>.”
- If your internal governance (or external funder) demands a hard copy wet-signed contract then make this clear in your pre-contract exchanges and use ‘subject to contract‘ on pre-contract emails.
Let’s keep contracting simple.
If you want to know more about the specific rules in England or Scotland or the EU relating to e-signatures, read this guide. If you want a more global review, grab this comparison table. Neocleous v Rees [2019] EWHC 2462
