legal, non-disclosure-agreementI have a document of confidential nature that needs to be shared with a third party and both parties have agreed an NDA is good idea. Since neither parties are in the same state, should the NDA be printed, signed and snail mailed between the two parties for signing or is it acceptable if we print, sign, scan and email it to the other party so they can print, sign, scan and send back?
I handle NDAs and pass them off to our legal team a couple of times a week.
It doesn’t matter to them whether it is printed, signed and faxed or scanned and e-mailed.
We also sometimes use electronic signature services to accomplish this as well if turnaround time is an issue on a pressing project.
As long as you both end up with a “fully executed” copy (meaning both signatures are on the document) it should be perfectly valid and legally binding.
I believe that the NDA should not matter if it is physically signed or scanned. I have used scanned copies for most of my freelancers and have had no issues. All parties sign off on it and then scan it back. Once finished, there is the final copy that is emailed back to the freelancer. As long as the NDA is the same (no additional clauses or such) I would suggest you to find whatever is the most convenient way to execute the NDA.
It depends on the country you’re in. Give a quick phone call to an attorney to know what applies for you.
If memory serves, you’d need a physical copy, a fax, or a cryptographically signed document for your contract to be binding in the EU. That’s in theory anyway. In practice, exchanging scanned copies is just as common here as it is in the US.
If I were to guess, the practice of using scanned copies is generally acceptable and accepted by now. When not, courts in countries whose legal system is based on Common Law (i.e. UK and its former colonies) might be more open to them than countries whose system is based on Roman Law, on the basis that courts have a bit more leeway to expedite “small fry” cases in the former than in the latter.
But again, that is merely a guess and IANAL. So check with an attorney.
(Also keep in mind that, in the case of international contracts, abusive clauses that may be legal and binding for you are not necessarily binding for the party you’re contracting with.)
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