Online Signature Legitimateness for Investment Contract in United States

How to eSign a document: online signature legitimateness for Investment Contract in United States

the statute of frauds and related UCC provision requires that certain classes of contracts be in writing to be enforceable in this presentation will discuss how to satisfy the statute of frauds writing requirement and discuss some alternative rules that can render these contracts enforceable even in the absence of written agreements let's start with satisfaction by writing to satisfy the statute of frauds the agreement must be reduced to writing and signed by the parties these two requirements create several questions including what types of writings are sufficient to create a contract what must the writing include who must sign the contract and what is a signature the statute of frauds can be satisfied by any signed writing that is one reasonably identifies the subject matter of the contract to is sufficient to indicate that a contract exists and three states with reasonable certainty the material terms of the contract in the cases of the UCC agreements which are contracts for the sale of goods for $500 or more writing all material terms is not required however even the UCC requires at a minimum an acknowledgement of the agreement by the parties and a specification of the quantity of goods that are to be exchanged writing that satisfies the statute of frauds does not require a formal written contract it can be a notation on a check a receipt a will or even an informal letter in addition multiple writings can be combined to show that a single contract exists to satisfy the statute of frauds the multiple writings must all relate to each other and all the other requirements of the statute of frauds must still be met for example if two parties begin negotiating for a building to be leased for five years and the property is identified in the first writing and the lease price in the second while a third signed letter agrees to the lease the combination of all of these writings can be used to show that the essential terms of the contract are agreed to and thus make the contract enforceable the signature requirement can be satisfied with a symbol identifying mark or even a thumbprint if it can be reasonably interpreted as intending to be a signature the signature can also be electronic such as signing at the bottom of email by typing one's name the key is intent was the mark intended to be a signature or its equivalent in fact a contract satisfies the statute of frauds even if it's signed by one party and not the other however if the agreement is signed by only one party it can only be enforced against that part it cannot be enforced against the other party it's therefore very important to ensure that your signed communications indicate that the contract is not complete until the other party also signs the agreement even if a contract that should be in writing under the statute of frauds is not in writing that does not eliminate the possibility of its enforceability performance can also satisfy the statute of frauds the reason is that while the statute of frauds is designed to avoid fraudulent enforcement of contracts that never took place that the contract was carried out can also be powerful confirmation of the agreement services contracts are enforceable if they are fully performed assume that Joe agrees on December 1st 2018 to sing at Jane's New Year's Eve 2020 party taking place on December 31st 2019 for $300 because the contract is incapable of being performed within a year of December 1st 2018 the contract falls within the statute of frauds assume that without a written agreement December 31st 2019 comes and Joe performs at the party later Jane claims there was never an agreement because the contract was fully performed with Jane's tacit consent there is strong evidence that an agreement existed thus if Joe can show that there was an oral agreement for him to play in exchange for the $300 he can enforce the agreement despite its lack of writing performance can also allow a real estate transfer agreement to be enforceable without a written agreement in this context performance means payment plus either possession of the land by the purchaser or improvements to the land made by the purchaser again the reason here is that it's exceedingly unlikely that a purchaser would make the payment the seller would accept the payment and the purchaser would be allowed to possess or improve the property unless there was a legitimate agreement to sell the land the UCC also allows April Gorman's meaning the delivery of the goods and acceptance of the goods by the purchaser to substitute for writing on the same theory as applies to the other cases the agreement is enforceable to the extent of the goods delivered and accepted so for example if in response to an order of widgets at $5 per widget the seller sends a thousand widgets and those are accepted by the purchaser the seller can enforce the agreement to sell a thousand widgets for five thousand dollars assuming the oral agreement can be proven however if the seller sends one thousand widgets but later proves that the agreement was to send two thousand widgets and the thousand was just the first shipment the contract is still only enforceable to the extent of the 1,000 already sold and accepted in other words performance renders an oral contract for the sale of goods enforceable but only to the extent of the performance another UCC caveat to the statute of frauds applies to unique goods that cannot easily be resold if for example a car dealership is asked by a customer for a car that is painted black and gold with a red stripe down the middle and to outfit the car with extra wide tires hot pink hubcaps and an orange leather interior and the dealer actually does so that's powerful evidence that the agreement existed why else would the dealer render his car unsellable to anybody else therefore if he can show that there was an oral agreement to sell the car it will be enforceable even in the absence of writing in spite of the UCC statute of frauds moreover if one party to an oral agreement can show that the other party fraudulently ensured that there would be no writing to secure an advantage such as for example if an attorney told someone she was making a deal with that writing was unnecessary and the real reason she did so was to preserve for her the option of backing out of the agreement a court can enforce the agreement even without writing as a matter of fairness finally some states allow an oral agreement to be enforced if a party reasonably relied on the agreement to its detriment this is similar to the concept of promissory estoppel which is an exception to the rule of consideration for example if one party makes an oral agreement to purchase a home and sells his current home in reliance a court may enforce the oral agreement to avoid the injustice that would result from the party's detrimental reliance on the oral agreement since the 17th century certain categories of contracts are deemed so important and integral to a well-ordered society that the law requires them to be written and signed a statute of frauds seeks to provide reliable evidence for courts to determine each party's contractual obligations however as we have also seen if there's other compelling evidence that the agreement occurred or if severe injustice would be caused by enforcement of the statute of frauds there are exceptions to the rule