Modernize Notice Provisions of Contracts for eSignatures and Email Legal Notices

As you begin to transact more business electronically, consider the often boilerplate notice provision that you are using in your contracts.  For every contract that you e-sign, there may be many contract notices that you must deliver (pricing, terms, quantity, product delivery, specification, addendum, breach notices and changes).

If you can successfully convert these to email with assurance of your ability to prove valid receipt of your legal contractual notice, you will provide for a more agile and rapid response to situations that call for contract notice.

Whether or not you are using e-signatures on these contracts, or continuing to use paper and fax to record agreement; whether or not you want to continue to have the option to send notices by certified mail, courier, or fax, ALL of your agreements should specify an approach for notice by email.

Important with email notices is to specify a method that will provide for an evidential record that will stand up to challenge, proving the content of the notice and specific uniform time of receipt.  RPost’s Registered Email service provides such, with the evidence recorded in the Registered Receipt email returned to sender.

Recommended language for legal notice template of contracts:

For a notice or other communication under this agreement to be valid, it must be in writing and signed by the sending party, and the sending party must use one of the following methods of delivery: … email, with the sender using RPost’s “Registered Email” service; …

A valid notice or other communication under this agreement will be effective when received by the party to which it is addressed. It will be deemed to have been received as follows: … if it is delivered by email and the sender uses RPost’s “Registered Email” service, when the authorized electronic mail agent of the party to which the email is addressed accepts that email message, the time of acceptance being the “Delivered” time indicated in the RPost “Registered Receipt” email received by the sender with respect to that email message; …

(The above language was created, with our input, by Ken Adams, the specialist in contract language. Ken mentioned use of RPost’s Registered Email service for contract notices in this post on his AdamsDrafting blog. He’s just launched a new blog, The Koncise Drafter, and is developing Koncision Contract Automation, a service that will offer document-assembly templates of business contracts.)

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For reference, the time of valid notice referenced in the paragraph above would be the time indicated (circled above) in the clip of part of a Registered Receipt email, with UTC referring to Universal Coordinated Time (Greenwich Mean Time without daylight savings fluctuations) which is useful if sending notice to recipients across time zones.