Re: Legal signatures ramifications

["Peter B. Boyce" <pboyce@aas.org>]

This deals with the message about scanning of contracts:

In my opinion, this is a problem of the transition from paper to
electronic commerce. But, it points up the problems you face if you do not
embrace the electronic world completely. By scanning the documents instead
of creating and using them in the full electronic text versions you get
the worst of both worlds. You lose the difficulty of altering paper, and
the copies you make widely available are non-secure.

The solution is to work completely electronically, use one of a number of
security packages which prevent alteration, and depend upon digital
signatures. Then everything can be securely online, alterations are much
more difficult than they would be on paper, and the signatures are more
secure than a person's handwritten scribble.

I suppose the problem is that the legal system has not caught up to
technology, so that digital signatures are not yet legally binding. What's
worse is that the offices of both the buyers and the sellers have probably
not caught up with technology either. So you are left with trying to
squeeze the old paper-oriented procedures into some sort of unsatisfactory
electronic form. In the long run should be trying to revise your
procedures so you can use the electronic tools effectively. This
undoubtedly means changing your procedures significantly -- not an easy
task unless all the users needs are considered during the development of a
new system. But, doing it well will yield great savings of time and
effort.

However, this does not solve the immediate problem. I'll be interested to
see if any good transition strategies have been found.

Cheers,
_________________________________________________________
Peter B. Boyce    -   Senior Consultant for Electronic Publishing, AAS
email: pboyce@aas.org
Summer address:                                Winter: 4109 Emery Place,
33 York St., Nantucket, MA 02554        Washington, DC 20016
Phone:  508-228-9062                           202-244-2473
_________________________________________________________


>-----Original Message-----
>
>I'd adore it if anyone could give me insight on the following dilemma.
>
>Our Legal department wants to put all of their contracts online for easier
>searching and so they don't have to fax them to our salespeople. They are
>scanning in signed contracts, as the salespeople need the signatures to
>show customers.
>
>However, they don't want anyone to be able to alter these contracts.
>Apparently, by federal law, any facsimile of a contract with signatures is
>still a legal contract, and we could be held liable for someone who has a
>copy and somehow changes it.
>
>We are scanning the contracts into Acrobat, putting them into a document
>management system, and preventing anyone from saving a copy and changing
>it on their desktop without a password (they have to be able to print to
>take a copy to customers).
>
>Of course, there is still always the opportunity to do a screen shot when
>viewing, or print a copy out, scan it in, and edit it on the desktop
>somehow. These possibilities are frightening our legal department into
>abandoning putting contracts on line. They realize they face the same
>possibilities when faxing contracts to the sales people, but it's on a
>much smaller scale since not all the contracts are easily obtainable that
>way.
>
>Has anyone else faced such a situation? How did you resolve it? Does
>anyone have contracts on line in their systems? Does anyone know of any
>changes to the law that might protect a company in these situations?
>
>Any help is appreciated.
>
>Janet Kaul, Corporate Knowledge Librarian, jmk@synopsys.com
>
>------------- End Forwarded Message -------------