RE: Legal signatures ramifications

["David Ades" <dkades@mindspring.com>]

It would seem that this is a question of provenance.  While this is not
legal advice, I would think that as long as an original copy can be
produced, and the changed copy can be shown to be a fraudulent alteration
after-the-fact, you should be covered.  You should look at the Bar
Association cyberlaw web site (www.abanet.org/buslaw/cyber/home.html) and
their working group on Electronic contracting practices site
(http://www.newlaw.com/site/e-contract.htm) for more legal info.

There are a number of Digital Rights Management (DRM) packages that can
control who has access to the documents and how they are allowed to use
them, even after they have downloaded copies to their local computer.
(e.g. view and print, but not cut-and-paste or copy for field sales staff,
but more liberal privileges for members of your legal department).
Furthermore, you can limit the distribution of documents to those
individuals who have a reasonable need to see them. I.e. create a system
with the convenience of online distribution, but the limited access of
faxing documents.

You might want to look into PageVault from Authentica
(www.authentica.com), which is well suited to an environment with a finite
number of users.  The InterTrust (www.intertrust.com) DRM platform is one
of the leading rights management systems, but it is more suited for
large-scale deployments. They have licensed the platform to
PriceWaterhouseCoopers (there may be others) to act as a service provider
for the enterprise market.  You also may want to contact PWC; their rights
management practice is based out of LA.  I am not sure of the scale that
Xerox is addressing for enterprise market with ContentGuard
(www.contentGuard.com), but they are another strong possibility. All of
these are compatible with PDFs.

You can never absolutely prevent a determined, malicious individual from
committing fraud. But you can keep mildly mischievous or (more likely)
misguided individuals from creating damaging situations in the name of
convenience.

David

David K. Ades
Principal and Founder
AuthentiKey
Rights Management in a Digital World
382 Third Avenue, 6A
New York, NY 10016
(212) 683-7590
David@AuthentiKey.com

> -----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 -------------
>