Ensuring the Lawful Use of Electronic Signatures for Consulting Agreements in Canada

How to eSign a document: electronic signature lawfulness for Consulting Agreement in Canada

what is the concept of agreement in an e-contract or an electronic contract well the essence of any contract is that there is a meeting of the minds between the parties that there is mutual ascension and understanding as to what is being agreed upon with that being said under u.s law we generally have what is understood to be an offer and an acceptance of that offer which in turn agrees to the exchange of value between the parties so those are the core elements the offer of something of value in return for something of value and then the acceptance of that offer and like we say there has to be something that is exchanged of value that is known as consideration all right all of those elements of a contract must be present in a written contract as well as an electronic contract with that being said there are different rules that apply depending on whether the contract is for the sale of goods or whether it is for something other than the sale of goods generally what you have for something other than the sale of goods is a common law rule developed in any state or jurisdiction now because most of these rules are developed or influenced heavily by the restatement of contracts they tend to be relatively uniform across all states now when the contract is for the sale of goods almost all states have adopted the uniform commercial code as the standard governing contracts for the sale of goods with that being said the provisions as such are almost entirely uniform across all states thus under the common law you routinely have what's called the mirror image rule where the offer has to look just like the acceptance under the ucc you have all of these special rules that depend on whether the contract is between merchants right or whether it's a non-merchant is involved and then if it is between merchants does it require a you know ascension to the additional terms or not that type of thing so with regard to the offering acceptance you're going to look to the specific type of law that applies but as long as you have a meeting of the minds and you have offer and acceptance you have the elements necessary for an agreement under both written contracts and e-contracts now in the u.s in order to make certain that these e-contracts are readily valid and accepted equally or on equal footing with a traditional written contract you have multiple laws one being the federal electronic signatures and global and national commerce act this is really understood to make the provisions of e-contracts valid in international transactions involving the united states or parties from the united states and the uniform electronic transactions act which again seeks to make certain that contracts executed under the laws of the united states are accepted and valid if they are done electronically and then lastly states have numerous laws on the books that speak to the validity of electronic contracts so with that being said as long as these core tenants of agreement are applied then you have a valid contract the one unique element about an electronic contract from your standard written contract is that when you are signing a contract electronically the party signing must knowingly ascent to their signature their electronic signature being the offer or acceptance under the agreement that is they must knowingly ascent to signing or ascending to the contract electronically and as long as they have this understanding as long as they have this knowledge and they voluntarily agree that their electronic signature is a signature on the agreement then it is once again under u.s law a valid contract