52 RI Bar J., No. 6, Pg. 31 (May, 2004). An E-Signature Primer.


Rhode Island Bar Journal

Volume 52.

52 RI Bar J., No. 6, Pg. 31 (May, 2004).

An E-Signature Primer

An E-Signature PrimerTOBY BROWNPresident, Roberts Brown LLC and Technology Consultant to the Rhode Island Bar AssociationLawyers obviously specialize in legal documents. And a necessary part of most legal documents are signatures. A signature is the act that binds and transforms a mere document into a legal instrument. Therefore, lawyers are interested in the growing phenomenon of electronic signatures. Today, many documents are created electronically and fewer and fewer are actually making the transition to paper. So, it is safe to say, in the future, legal instruments will include electronic signatures - or more simply e-signatures.

This article is a primer on e-signatures, designed to help lawyers develop a basic understanding of e-signatures, where they might see them, and how they may start using them.

E-Signatures Legally DefinedTwo laws serve as the foundation for how e-signatures are defined. The first is the Federal E-Sign Law. (fn1) This law defines e-signatures as "information or data in electronic form, attached to or logically associated with an electronic record by a person or an electronic agent." The second law is the Uniform Electronic Transaction Act, enacted in 43 states at the time of this writing. (fn2) It expands the definition slightly; e-signature "means an electronic sound, symbol, or process attached to or logically associated with a record and executed or adopted by a person with the intent to sign the record." So we have an e-signature defined as an electronic sound, symbol or process logically associated with a record, with intent thrown in.

One issue not clearly addresses by these laws is that of authentication. Authentication is the process of attributing an e-signature to an individual. On the Internet this may well become a pressing issue. The legal value of an e-signature will be related to the ability to trust its source. Was the signature actually applied by the named signer? We will touch on the issue of trust as we cover the different types of e-signatures.

E-Signatures Practically Defined or Click-wraps, PINs and CertsClick-WrapThe most basic type of e-signature is sometimes referred to as the click-wrap since you merely click a button to apply a signature to a record. A click on the...

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