Electronic Signatures

Electronic Signatures in Colorado:

Colorado has enacted the Uniform Electronic Transactions Act in Article 71.3 of Title 24, Colorado Revised Statutes, as amended.  The Act provides for the enforceability electronic signatures in certain instances.

Sample Language:

Sample contract language might be:

(Electronic Signatures and Electronic Records) Party A consents to the use of electronic signatures by Party B.  This Agreement and any other documents requiring a signature hereunder, may be signed electronically by Party B in the manner specified by Party B.  Party A and Party B agree not to deny the legal effect or enforceability of this Agreement solely because it is in electronic form or because an electronic record was used in its formation.  Party A and Party B agree not to object to the admissibility of this Agreement in the form of an electronic record, or a paper copy of an electronic document, or a paper copy of a document bearing an electronic signature, on the grounds that it is an electronic record or electroni signature or that it is not in its original form or is not an original.

Or the following:

The parties agree that the electronic signature of a party to this Indenture shall be as valid as an original signature of such party and shall be effective to bind such party to this Indenture.  The parties agree that any electronically signed document (including this Indenture) shall be deemed (a) to be “written” or “in writing,” (b) to have been signed and (c) to constitute a record established and maintained in the ordinary course of business and an original written record when printed from electronic files.  Such paper copies or “printouts,” if introduced as evidence in any judicial, arbitral, mediation or administrative proceeding, will be admissible as between the parties to the same extent and under the same conditions as other original business records created and maintained in documentary form.  Neither party shall contest the admissibility of true and accurate copies of electronically signed documents on the basis of the best evidence rule or as not satisfying the business records exception to the hearsay rule.  For purposes hereof, “electronic signature” means a manually signed original signature that is then transmitted by electronic means; “transmitted by electronic means” means sent in the form of a facsimile or sent via the internet as a “pdf” (portable document format) or other replicating image attached to an e mail message; and, “electronically signed document” means a document transmitted by electronic means and containing, or to which there is affixed, an electronic signature.

Important Note:

A review of the Act and its application to particular contracts and transactions should be completed before relying on the provisions of the Act.  The author of this posting has not done this research for documents relating to tax-exempt bond transactions in Colorado or elsewhere.  This is particularly signficant if an attorney or law firm is to opine on the enforceability of the agreement in which the provision is included.

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