If I copied an agreement and sent it as an email and had someone reply with the fields and &quot;I agree&quot; would it be a valid contract? Have been getting agreements(contracts) signed electronically using Sites like Hello Sign and Docusign, but the problem is people do not always view the agreement, and then it does not get signed. My question is if I took the agreement and pasted the text into an email, and then had the recipient reply to the email with the field data, and &quot;I agree&quot; , would the agreement be a legally binding and enforceable agreement(contract)? We send everyone the same contract. We are a business. Concept Example that would be sent as an email: Agreement to hire Agency will find people The Client will pay for services -- To sign this agreement reply to this email with your Full Name and Company Name Followed by &quot;Agreed&quot;
Yes, that would, or at least could, be a legal contract. The key thing that makes a contract between two parties is the agreement, the intention to enter into a binding contract. The written words are only evidence of their agreement, and the specifics of what is agreed to. An oral (spoken) contract can be valid and binding (although in some cases the law requires a written contract). Electronic contracts do not need to be done through a site such as docusign, although there are advantages to using such a process. A typed signature will be legally binding if it is intended to represent agreement to the contract. The US federal e-sign law says that no specific technology is required to make a valid electronic signature. See What gives e-signatures legal standing/force in the United States? and https://law.stackexchange.com/a/79670/17500 for more details. That the contract words are copied will also not impair the validity of a contract. Many bushiness use form contracts. Many lawyers create new contracts by putting together parts of old contracts that served their purpose. The person sending the offer and proposed contract must make sure that the other party understands that this is to be a binding contract, and agrees to the use of an electronic signature, and agrees to the contract as a whole. It would be a good idea if a bit more detail were included than in your example. Must the agency find people acceptable to the client? Haw soon must it find them? How much must the client pay? How soon must it pay? A good contract will specify such details.
The CEO, with his lawyer have tried to convince me that this only apply to current client and any past clients that I have work on. Is this true? No. It will be true only if they make that clarification in the clause or a properly added amendment. The clause currently has no indication that it is limited to "current client and any past clients that [you] have work[ed] on". The CEO's &amp; lawyer's refusal to amend the clause so as to make it consistent with their attempts [to persuade you] would be a red flag. Their inconsistent representations to you suggest that they are not planning to honor the covenant of good faith on which all contracts are premised. Should I expect the CEO to offer a fair contract or is this something you read and negotiate? You should require a contract that seems fair to you. And by "to you" I mean that it has to be in line with your expectations regardless of the average conditions in the labor market. Negotiations are not binding. They are merely a preamble to a contract, and that contract is binding. This is why you should reject a contract that falls short of your requirements. Some clauses are unlawful and/or void and unenforceable as unconscionable or for contravening legislation (unlawful clauses can and do arise even if drafted by attorneys). Thus, although you might not have to worry about those clauses in particular, the company's mere attempt to include them in a contract should alert you of the high risk of ending up with other abusive terms &amp; conditions which are binding and enforceable nonetheless.
Is this legal? Yes Or does it mean that employee will be in breach of his/her contract? Yes You are assuming that if the evidence is allowed to be presented then that automatically means that keeping it for that purpose is not a breach of the contract. This is not necessarily so; it can be both at the same time. That said, it is unlikely that an employer would attempt to sanction an employee for this as the courts would (rightly) see it as an attempt to pervert the course of justice. As in most things in the law it is possible for all parties in a matter to be on the wrong side of it. If you want to come to the tribunal with "clean hands" then the best thing to do is make a record (not a copy) of the relevant documents and return then to the employer. Before going to the tribunal get your solicitor to subpoena the documents that you want - they will have to produce them and you have them without breaking your contract.
This is actually required by german Law. Specifically § 623 BGB says: Die Beendigung von Arbeitsverhältnissen durch Kündigung oder Auflösungsvertrag bedürfen zu ihrer Wirksamkeit der Schriftform; die elektronische Form ist ausgeschlossen. Translation by me: Resignations and ending-contracts to end an employment are only valid in written form; an electronic form is not possible. The definition of the written form is in § 126 BGB. It basically says, that either a signature is needed or a notary has to vouch for it. So if you are actually employed under german law you have to send them a signed letter. How that letter arrives at the employer is not specified. I would imagine most resignation letters to be personally handed in.
The question is a bit sparse on relevant details, but yes, a EULA is binding, even when you agree in the course of employment. It may not be you who is bound, though. In case 1, you install a program at word to do something, the EULA says "don't copy any of these files", you see a cool file and decide "Neat, I'm taking a copy home. I can do this because I installed the program at work and am not bound by the EULA". Wrong. Case 2: you are installing software on behalf of a customer. It's not you that is bound by the EULA, it's the customer. Case 3: you work for the company that develops the software and holds the copyright, either fixing bugs or testing the security of the system by trying to crack it. In that case, you have special permission from the copyright holder that overrides whatever restrictions would normally from from the EULA. I don't know if that covers the kind of case you are concerned with. To reduce the matter to a simple sentence, just because you agree to something in the course of a job does not mean that the agreement is invalid.
Do you have a contract? It depends on the website’s terms but almost certainly not. It is standard practice in e-commerce terms and conditions that your selecting “buy” and giving the vendor money does not create a contract; you are merely making an offer that the vendor can accept or reject. For example, Amazon’s terms are clear that the contract only comes into existence when they dispatch the goods, until then they are free to cancel your order and return your money. Here the vendor rejected the offer. Is this false advertising? Maybe. It would depend on the specifics of the ad and whether, overall, a reasonable person would be mislead or deceived. It’s possible you misunderstood but that doesn’t necessarily make it misleading or deceptive. I misunderstand a lot of things; that doesn’t mean they were objectively misleading or deceptive. Notwithstanding, a business does not have to make good on false advertising. An incorrect advertised price does not force the business to anccept offers of that price. It may force a correction and may require the item to not be sold until the price is corrected and it may expose the business to fines, but it does not give anyone the right to buy at that price.
Do I have any recourse for invalidating all or part of the contract? No. There is a presumption in contract law that when a contract is reduced to writing then what that writing says is what the parties agreed. Also, if you signed it, then you are legally stating: I read it, I understand it and I agree to it - don't sign things you don't understand. If your lawyer has produced something you don't understand then have them redraft it until you do. Would a successful suit against the lawyer for malpractice or negligence make any difference? No. A suit against you lawyer may get you damages from your lawyer but it will not affect the rights of third-parties. What is best practice for avoiding flawed contracts like this in the first place? Read and understand the contract. Educate yourself enough in the law so that you can do this. Your lawyer is there to give you professional advice; you are there to make your own decisions.
The contract would be binding Many people make the mistake of thinking that the document is the contract - it isn’t. The contract is the binding legal relationship between the parties of which any documents are just evidence for. As this is a simple mistake on the document misidentifying one of the parties, it’s irrelevant. You and the company are clearly the parties to the contract - you because you signed it and they because they sent it to you. Minor errors in one or more of the documents that make up a contract are immaterial.