An email has become a common tool in contracting. This was made possible by the COVID-19 pandemic which made electronic communication the preferred method of communication for many businesses.
It may be time to review the rules regarding electronic signatures when it comes to purchasing or selling goods.
Florida law states that a contract to sell goods at $500 or more cannot be enforceable unless it has been signed in writing by the other side. Although there are exceptions to this rule, it is better to have it written than to speak to a lawyer.
Is it possible to satisfy this requirement if a contract is signed electronically? The general answer is yes. The Electronic Transactions Act of Florida specifically states that it applies for transactions under Article 2 of the Uniform Commercial Code. This governs the sale of goods. A signature cannot be denied legal effect simply because it is in electronic form. There are some things to be aware of.
The Act first states that electronic transactions must be agreed upon by the parties. Although the fact that the parties accepted an offer by email would appear to be evidence of such an agreement, there have been cases in which the court refused enforcement of a contract because they had not made such an agreement. The court ruled that the parties intended to follow up the email string with formal written contracts, but this never happened in many cases. If you want the email string to be a contract, you should state that. But only after all terms have been agreed on! If you don't intend to, you can also state that.
Another important question is "electronic Signature": In many cases, the complaining side has only the email of the other party to rely upon. However, the court precedent is not consistent. While some courts may have held that the reply email address is sufficient to constitute a signature, most courts believe that more is needed. In some cases, a typed signature sufficed. An alternative approach is to reduce the agreement to paper, email it to the other side, and ask that the signature be signed by hand, scanned, and returned via email. This method has the advantage that it reduces the agreement to one writer and does not try to compile them all in multiple emails.
A written contract that involves significant money should be prepared by a skilled attorney.