A Review: What Is Contract Signing?
Contract signing is a stage in the contract lifecycle where the parties involved formally sign an agreement after negotiating and agreeing on its terms and conditions. It transforms a contract from a mere proposal to a legally binding commitment.
Signed agreements provide clarity and a standard of practice that outlines how the parties will act. They also serve as written evidence in the event of a broken promise (aka a contract breach), offering your business protection and a legal remedy if such a situation arises.
How to Sign Contracts: Wet Signatures vs. E-Signatures vs. Digital Signatures
With the increasing digital transformation of business, the pen is no longer the only way you can sign an agreement. Today, contract signing has expanded into three major methods:
- Wet Signatures. The traditional method of applying physical ink to paper. While recognized as universally valid, it remains the slowest method in today’s digital economy.
- Electronic Signatures (E-Signatures). A broad category encompassing all methods of signing electronically.
- Digital Signatures. A specialized form of e-signature that uses cryptographic “seals” to prevent any alteration to the document after signing. It provides the highest level of security amongst the three.
While wet signatures are still universally recognized for their validity, electronic and digital signatures are becoming the preferred choice for signing agreements in today’s fast-paced and digital business environment.
Nonetheless, all three signing methods have distinct use cases. As shown in the table below, the right choice for your organization will depend on what you need, the type of agreement, and the governing jurisdiction.
For a more interactive summary of the differences between the three signing methods, you can check our Wet Signatures vs. E-Signatures vs. Digital Signatures infographic.
Legal Implications of Signing an Agreement
By signing a contract, you confirm the following:
1. You have read the contract.
When you sign a contract, you are legally agreeing and acknowledging that you have read and understood the agreement and are thus bound by its terms. Many contracts reinforce this principle through a “Read and Understood” clause, which explicitly states that the signer has reviewed the agreement before signing.
Here is an example of a “Read and Understood” clause:
The [Party Name] has carefully read this Agreement and understands its terms and conditions. The [Party Name] has sought independent legal counsel of their choice to the extent deemed necessary in connection with the review and execution of this Agreement.
2. You agree to the terms and conditions.
Signing a contract also means that you acknowledge and agree to all the terms, conditions, and potential consequences. These may include provisions on intellectual property rights, termination, limitation of liability, and other important matters, each designed to clarify specific aspects of the agreement. These clauses ensure that all parties clearly understand their rights, responsibilities, and obligations.
3. You intend to enter into the contract.
Moreover, signing a contract demonstrates your intent for the agreement to be legally binding. Even if a party later claims they did not intend for the agreement to carry legal effect, the signed contract typically serves as evidence of their consent to its terms.
4. You are legally authorized to sign it.
Furthermore, when a contract is signed, it acknowledges that your party and the other parties involved have the authority to enter into the agreement. In other words, parties who sign a contract on behalf of a company do so as authorized representatives during contract negotiations. This authority may arise from either actual authority formally granted by the company or apparent authority to act on the company’s behalf.
5. You are mentally competent to sign it.
Lastly, signing a contract acknowledges that both parties have the mental capacity to sign. All parties to a contract have to be mentally capable of entering into it; otherwise, the contract can be rendered void and invalid.
In most cases, mental capacity is determined by whether a person is able to understand the meaning and effects of the terms within the contract and the transaction it represents.
Red Flags: When Not to Sign a Contract
While signing a contract is essential for creating a binding agreement, there are circumstances where you should refrain from signing. These include:
- Missing Elements of a Contract - When a contract lacks critical elements, such as key terms, amounts, items, or dates, it may be considered illegitimate and unenforceable under the law. In such cases, your party and the other parties have no legal protection because no real agreement is in place.
- Signing Under Duress or Without Understanding - Parties should never sign a contract under duress or if they feel threatened or pressured to do so. Signing under such circumstances can render the agreement invalid or subject to challenge in a court of law. It is equally important to never sign any contract you do not fully understand, as the general legal principle holds that anyone who signs a written document is bound by its terms. Always review the contract carefully, seek clarification on unclear provisions, and consult legal counsel if necessary before signing.
Can You Cancel an Agreement After Signing?
Parties are generally bound to the contract terms once an agreement is signed. However, it may still be possible to exit the agreement depending on the provisions stated in the contract — particularly in the termination clause, which outlines when and how a party can end the agreement. Contracts may also allow termination through mutual agreement, completion of obligations, or under specific conditions such as breach of contract or force majeure.
Because the rules can vary depending on the contract terms and applicable law, it is important to review the agreement carefully before taking any action.
Best Practices for Signing a Contract
Before signing an agreement, you must ensure that the contract’s terms are an accurate reflection of what you and your counterparty agreed upon. Here are some guidelines you can follow to ensure accuracy and mitigate risk:
- Clarify any unclear terms. If any provisions or language in the contract are unclear, seek clarification before signing. It is important that all parties have the same understanding of the agreement. If necessary, request revisions from the other parties to ensure the terms accurately reflect what was agreed upon.
- Send the agreement for advanced review. If you are unsure about any part of the contract, consider sending the agreement to a qualified professional, such as a lawyer, for legal review and advice before signing. Ideally, this should be done well in advance — preferably at least a week before signing — to allow sufficient time to address any provisions that may need clarification, revision, or renegotiation and to avoid unnecessary risks.
- Verify the version and integrity of the contract. Ensure that the document you are about to sign is the correct and final version of the agreement. If the contract has gone through multiple rounds of negotiation or revision, do not assume that the copy presented for signing reflects the terms you agreed to. If you are using a contract management platform, check the version history to confirm that you are signing the most up-to-date version.
- Identify and verify all signers. Before signing, ensure that all required parties and authorized representatives are clearly identified. Listing all signers in advance helps keep the signing process organized and expedites it by preventing delays or confusion. Moreover, verify the identity and authority of each signer to confirm that they are legally authorized to execute the contract on behalf of their party, as signing by someone without proper authority, or acting beyond their authority, can render the agreement invalid.
- Understand the termination provisions of the contract. Always review the termination clause carefully to understand the conditions and options available for ending the agreement. Knowing how and when a contract can be terminated can help protect your party if circumstances change. Additionally, consider the enforceability of the agreement and ensure that it complies with the applicable laws and jurisdiction governing the contract.
Doing all these presigning practices is easier than done, especially for businesses managing a high number of agreements. Relying on manual processes can be inefficient and may be more prone to human error.
To mitigate these risks, organizations turn to Lexagle to streamline their contract presigning and signing processes. A prime example is a leading manufacturing conglomerate in the Philippines, which manages 15-20 legal documents daily. By using Lexagle, they were able to:
- Centralize Negotiations. They moved all communications into Lexagle’s shared workspaces, ensuring every stakeholder remained aligned and had avenues to clarify the terms of agreements.
- Ensure Document Integrity. Through built-in audit trails and version control, the conglomerate and its external stakeholders have access to the up-to-date version of contracts, along with their negotiation history. This prevents the problem with “version drift” and provides safeguards against unauthorized tampering.
If you’re looking to eliminate manual bottlenecks in your own workflow, you can book a tailored walkthrough to see how Lexagle’s automation can be configured for your organization’s specific document volume.
Best Practices to Follow After Signing a Contract
After signing the agreement, the next challenge is ensuring that what was agreed upon is properly managed and fulfilled. Here are measures you can follow to ensure a smooth business relationship and contract lifecycle:
- Maintain a secure record of the agreement. Keep the signed contract in a safe and secure repository. They serve as important legal records, especially if disputes arise in the future. Additionally, signed contracts serve as a reference for the obligations and responsibilities that your party must fulfill under the agreement.
- Comply with the contract terms. Once a contract is signed, your party must adhere to the obligations and conditions specified in the agreement. Doing so helps prevent legal risks and contract disputes. Moreover, consistent compliance helps build trust and maintain a strong professional relationship with the other party.
- Monitor the other party’s compliance. Compliance is not solely your party’s responsibility — it also applies to the other party involved in the agreement. After signing the contract, ensure that the other party fulfills the obligations and responsibilities outlined in the contract. Regularly review their performance against the contract terms to identify potential issues early. This allows your party to raise concerns, resolve disputes, or enforce penalties when necessary and can help prevent operational disruptions and financial burdens that may arise from unmet obligations
- Secure addenda or amendments for changes. If the scope of work or terms must change after execution, never rely on verbal agreements. Use a formal contract addendum or amendment to document these changes.
- Prepare for contract renewals. Most contracts have a defined duration and will eventually reach their expiration date. Thus, it is important to monitor contract timelines and plan ahead for potential renewals, especially when the agreement has been beneficial and both parties have complied with its terms. Planning in advance allows your party to review performance, renegotiate terms if necessary, and avoid disruptions to ongoing business relationships.
Ensuring post-signature compliance is where the true value of an agreement is realized and the company’s bottom-line is protected. This is why companies use Lexagle to handle not only their presigning workflows, but also their post-signature processes, to mitigate risks.
For instance, the same manufacturing conglomerate leverages Lexagle’s automated reminders and obligation tracking to maintain oversight of their agreements and prevent non-compliance, resulting in a 25% reduction in contract disputes and a projected $500,000 in annual cost savings.
If you want to see how these automation features can be tailored to your organization’s compliance needs, you can request a detailed walkthrough of the Lexagle solution.
Frequently Asked Questions
Here are answers to some of your queries about contract signing:
Why are signatures important in contracts?
Signatures are critical because they transform a contract from a mere proposal into a legally enforceable agreement. They authenticate the agreement and provide evidence that the parties willingly accepted the terms, helping ensure the contract’s enforceability
Why is signing a contract important?
Signing a contract is important because it authenticates the validity and enforceability of the agreement. Moreover, it serves as evidence in cases of contract breaches, offering your business protection and a legal remedy.
Disclaimer: This article is intended for informational purposes only and should not be considered legal advice. Lexagle does not provide legal services. Readers should consult a qualified legal professional for advice regarding their specific legal matters.
