URGENT - contract - signature is a snapshot

B

ben7200

New Member
Jurisdiction
New York
Hello all,

There is a contract that i signed month ago and i dont want it anymore because it is excessively against me.

The signature i used on the contract is a SNAPSHOT of my signature and it was only sent by email then countersigned by them.

Some of the process to transfer have started already.

Is my contract valid based only on a snapshot contract ?

thx
 
ben7200 said:
Hello all,

There is a contract that i signed month ago and i dont want it anymore because it is excessively against me.

The signature i used on the contract is a SNAPSHOT of my signature and it was only sent by email then countersigned by them.

Some of the process to transfer have started already.

Is my contract valid based only on a snapshot contract ?

thx
Click to expand...
Yes. Why would you sign a contract that was "excessively against" you? Did you read and understand what you were agreeing to?
 
ben7200 said:
sorry i meant a snapshot signature. No way to argue on that ?
Click to expand...

No.

You did it willingly and intentionally, presumably knowing full well the terms of the contract when you did it.

Did you not read and understand the contract and its potential consequences when you signed it?
 
ben7200 said:
Is my contract valid based only on a snapshot [signature]?
Click to expand...

I'm not so ready as the others here to say definitely that it is valid. The details matter. What exactly is this contract for — what are you supposed to do and what is the other party supposed to do? And what has each side done towards their end of that contract so far? It's important to understand that most contracts don't have to be in writing and signed to be enforceable, and even when a signed written contract is required a verbal/unsigned contract may still be enforceable is some situations. So let's see if yours is a contract that even needed to be written in the first place.
 
ben7200 said:
Hello all,

There is a contract that i signed month ago and i dont want it anymore because it is excessively against me.

The signature i used on the contract is a SNAPSHOT of my signature and it was only sent by email then countersigned by them.

Some of the process to transfer have started already.

Is my contract valid based only on a snapshot contract ?

thx
Click to expand...
To answer ONLY the question you asked (Is an electronic signature binding in New York?), the answer is YES. The Electronic Signatures and Records Act provides that electronic signatures are acceptable for signing documents.

NYS Technology Law

"§ 302. Definitions. For the purpose of this article:
.
.
.
3. "Electronic signature" shall mean an electronic sound, symbol, or process, attached to or logically associated with an electronic record and executed or adopted by a person with the intent to sign the record."

And:

"§ 304. Use of electronic signatures.
.
.
.


2. In accordance with this section unless specifically provided otherwise by law, an electronic signature may be used by a person in lieu of a signature affixed by hand. The use of an electronic signature shall have the same validity and effect as the use of a signature affixed by hand."

The fact that the way you signed the document was a "snapshot" of your signature is irrelevant because your intent was to sign the document.

Of course, as alluded to by others, there may be other reasons that the contract is or is not valid, but, by itself, the fact that you "signed" it electronically doesn't cause it to be invalid.
 
Zigner said:
To answer ONLY the question you asked (Is an electronic signature binding in New York?), the answer is YES. The Electronic Signatures and Records Act provides that electronic signatures are acceptable for signing documents.
Click to expand...

It is not clear to me exactly how the OP allegedly signed this contract. It appears that the OP sent a photograph of his/her signature to the other party, but it's not clear whether that means he or she signed the contract by hand and then sent a photographed copy of the contract to the other party or something. The details matter. In a case in which the defendant did electronically sign e-mails to plaintiff but held that the attached scanned side agreement in which the name was typed as a signature was not electronically signed per the Electronic Signatures and Records Act (ESRA) and thus failed to meet the statute of frauds. The court held the following:

Under ESRA, plaintiff would have a viable argument that defendant signed the emails she sent, as they are electronic records and she typed her name at the end of each. As confirmed at oral argument, however, plaintiff does not contend that the emails constituted signed documents forming the contract, but that defendant's typed name at the end of the proposed side letter constituted her signature. That document was separately typed and attached to emails for transmission. Although emails are electronic records, not every attachment to an email qualifies as an electronic record under ESRA. One of the purposes of ESRA is "to promote the use of electronic technology in the everyday lives and transactions" of government entities, businesses and average citizens (L 2002, ch 314, § 1, 2002 McKinney's Session Laws of NY, at 1034 [statement of legislative intent]; see Letter from William Pelgrin, Counsel of Office for Technology, Aug. 19, 1999, Bill Jacket, L 1999, ch 4 at 32–33). To fulfill this purpose, it was necessary for the Legislature to permit emails to be considered equivalent to signed writings when that was the sender's intent (see Naldi v. Grunberg, 80 A.D.3d at 11–13, 908 N.Y.S.2d 639), because it was not possible to place a handwritten signature on an email or similar electronic record that was being transmitted electronically.

The same logic does not apply to ordinary typed documents that are scanned and attached to emails, because a party could easily affix a handwritten signature to those documents. Indeed, defendant provided a signature line for plaintiff on the proposed side letter and requested that plaintiff's representative sign it to acknowledge acceptance of her conditions. The record demonstrates that plaintiff's representative must have printed a copy of the proposed side letter and endorsed it with his handwritten signature, then scanned and emailed the signed copy to defendant. That ordinary letter did not transform into an electronic record simply by virtue of its attachment to an electronic record (i.e., defendant's email), revert to a non-electronic record when printed and signed, then transform into an electronic record again when the signed copy was scanned and attached to a new email. In sum, the record does not demonstrate that the proposed side letter, itself, was an electronic record.

Defendant typed her name to the proposed side letter but did not sign it, although affixing her signature would have been easy and she requested that plaintiff affix an actual signature to it. Thus, even though that letter was attached to an email, we reject plaintiff's argument that defendant's typed name at the bottom of the letter constituted a signature. Because no document was signed by defendant, the alleged contract—assuming one was ever formed—did not satisfy the statute of frauds and is void. As the claims against defendant were based on the alleged contract, defendant was entitled to summary judgment dismissing the complaint against her.​

Solartech Renewables, LLC v. Vitti, 156 A.D.3d 995, 999–1001, 66 N.Y.S.3d 704, 709–10 (2017).

So I believe that the exact details of what the OP did to allegedly sign this contract matter very much and disagree with your conclusion that what the OP did necessarily meets the requirements of the Act. But before delving into that subject, for which it may turn out there is no clear answer when all the details are revealed, I think it helpful to first determine if the contract was one that was required to be in writing in the first place. If the answer is no then it won't much matter whether the signature meets the ESRA.
 
ben7200 said:
There is a contract that i signed month ago and i dont want it anymore because it is excessively against me.
Click to expand...

If "it is excessively against [you]," why did you sign it?

ben7200 said:
The signature i used on the contract is a SNAPSHOT of my signature and it was only sent by email
Click to expand...

What exactly does this mean? Did you hand sign something else and take a picture of it and then use some sort of computer software to insert the "snapshot" into the document? Or did you hand sign it and take a picture of it and email the picture?

ben7200 said:
Some of the process to transfer have started already.
Click to expand...

The process to transfer what?

ben7200 said:
Is my contract valid based only on a snapshot contract ?
Click to expand...

When you signed it with a "snapshot," did you think it was valid? Or did you do it that way thinking it wouldn't be valid? If so, why did you do that?

In any event, you are very likely bound, but please answer the questions you have been asked ("justblue" asked you two questions, which you ignored in your follow up).
 
Tax Counsel said:
It is not clear to me exactly how the OP allegedly signed this contract. It appears that the OP sent a photograph of his/her signature to the other party, but it's not clear whether that means he or she signed the contract by hand and then sent a photographed copy of the contract to the other party or something. The details matter. In a case in which the defendant did electronically sign e-mails to plaintiff but held that the attached scanned side agreement in which the name was typed as a signature was not electronically signed per the Electronic Signatures and Records Act (ESRA) and thus failed to meet the statute of frauds. The court held the following:

Under ESRA, plaintiff would have a viable argument that defendant signed the emails she sent, as they are electronic records and she typed her name at the end of each. As confirmed at oral argument, however, plaintiff does not contend that the emails constituted signed documents forming the contract, but that defendant's typed name at the end of the proposed side letter constituted her signature. That document was separately typed and attached to emails for transmission. Although emails are electronic records, not every attachment to an email qualifies as an electronic record under ESRA. One of the purposes of ESRA is "to promote the use of electronic technology in the everyday lives and transactions" of government entities, businesses and average citizens (L 2002, ch 314, § 1, 2002 McKinney's Session Laws of NY, at 1034 [statement of legislative intent]; see Letter from William Pelgrin, Counsel of Office for Technology, Aug. 19, 1999, Bill Jacket, L 1999, ch 4 at 32–33). To fulfill this purpose, it was necessary for the Legislature to permit emails to be considered equivalent to signed writings when that was the sender's intent (see Naldi v. Grunberg, 80 A.D.3d at 11–13, 908 N.Y.S.2d 639), because it was not possible to place a handwritten signature on an email or similar electronic record that was being transmitted electronically.

The same logic does not apply to ordinary typed documents that are scanned and attached to emails, because a party could easily affix a handwritten signature to those documents. Indeed, defendant provided a signature line for plaintiff on the proposed side letter and requested that plaintiff's representative sign it to acknowledge acceptance of her conditions. The record demonstrates that plaintiff's representative must have printed a copy of the proposed side letter and endorsed it with his handwritten signature, then scanned and emailed the signed copy to defendant. That ordinary letter did not transform into an electronic record simply by virtue of its attachment to an electronic record (i.e., defendant's email), revert to a non-electronic record when printed and signed, then transform into an electronic record again when the signed copy was scanned and attached to a new email. In sum, the record does not demonstrate that the proposed side letter, itself, was an electronic record.

Defendant typed her name to the proposed side letter but did not sign it, although affixing her signature would have been easy and she requested that plaintiff affix an actual signature to it. Thus, even though that letter was attached to an email, we reject plaintiff's argument that defendant's typed name at the bottom of the letter constituted a signature. Because no document was signed by defendant, the alleged contract—assuming one was ever formed—did not satisfy the statute of frauds and is void. As the claims against defendant were based on the alleged contract, defendant was entitled to summary judgment dismissing the complaint against her.​

Solartech Renewables, LLC v. Vitti, 156 A.D.3d 995, 999–1001, 66 N.Y.S.3d 704, 709–10 (2017).

So I believe that the exact details of what the OP did to allegedly sign this contract matter very much and disagree with your conclusion that what the OP did necessarily meets the requirements of the Act. But before delving into that subject, for which it may turn out there is no clear answer when all the details are revealed, I think it helpful to first determine if the contract was one that was required to be in writing in the first place. If the answer is no then it won't much matter whether the signature meets the ESRA.
Click to expand...

Fair enough
 
What OP is calling a snapshot of his/her signature may very well be a facsimile signature that can be inserted into a document to represent a signing. Banks use it all the time and is legally binding.

I have used my facsimile signature to sign all matters of documents including contracts, purchase orders, and bank documents for a very long time. It has never been questioned.

The signature is a clean copy of my hand written signature saved as a Tiff file. Past it onto the signature line and it's signed.
 
It think what he means is they have a scan or photograph of the document he signed, that they in turn signed. Either way, it is likely valid.

About the only way it isn't is if someone took a picture of his signature and attached it to a document without his knowledge.
 

Share this page

Get a free case review from a lawyer
Back
Top