What is UETA?

A model act, adopted state by state

The Uniform Law Commission drafts model legislation and has no power to enact anything. A model act becomes law only when a legislature passes it, which is why adoption dates run from 1999 into the 2020s and why small textual variations exist between states. Forty nine states have adopted it, along with the District of Columbia and the United States territories. New York took a different route with its own Electronic Signatures and Records Act, so a New York transaction should be checked against that statute rather than assumed to follow the uniform text.

Consent can be inferred, and withdrawn

The uniform act says it applies only between parties who have agreed to conduct transactions electronically, and that the agreement may be determined from the context and surrounding circumstances, including conduct. Emailing a draft back and forth is conduct. The same section preserves the right to refuse to conduct further transactions electronically, which cannot be waived by agreement in consumer settings. This is a softer regime than the federal consumer disclosure rules, and where both apply the stricter one governs the process design.

Attribution is where disputes land

Section 9 says an electronic record or signature is attributable to a person if it was the act of that person, and that the act may be shown in any manner, including by showing the efficacy of the security procedure used. That sentence is doing a lot of work. It invites the party relying on a signature to put their process in evidence: how the signer was identified, what the system recorded, whether the procedure could be defeated. A signing process that produces nothing but a name in a box has very little to offer here.

What it does not do

It does not require anyone to use electronic records, it does not validate a transaction that would be invalid on paper, and it does not reach documents excluded by the adopting state, which commonly include wills, testamentary trusts and parts of the commercial code. It also leaves the form requirements of other statutes intact, so a rule demanding a witnessed or acknowledged instrument still demands one. The act removes the electronic objection and nothing more.

What the security procedure looks like here

For attribution purposes, the recorded procedure is the useful artefact. Each signer is invited to a named address, optionally behind an access code of at least four characters or an emailed six digit code valid for ten minutes, with five failed attempts locking the recipient for fifteen minutes. Every step is written to an audit trail of eighteen event types chained with sha256, and the certificate of completion prints the method used, the time, the address and the consent version for each signer.

When a record counts as sent and received

Section 15 answers a question paper never raised. An electronic record is sent when it is properly addressed to an information processing system the recipient has designated or uses, in a form that system can process, and when it leaves the sender's control. It is received when it enters that system in a processable form, and receipt happens whether or not anybody reads it. The section also says a record is received at the recipient's place of business, with rules for choosing between several. That machinery matters for notices, options and anything with a deadline, because the date of receipt decides whether a right was exercised in time. Contracts that specify notice by email should say which address is designated, since an email sent to a personal inbox rather than the nominated one may never be received in the statutory sense. The same section is why automatic acknowledgements are worth configuring: they do not establish receipt by themselves, but their absence is often the first sign that an address is wrong. Where a deadline turns on receipt, naming the designated address in the contract removes the argument before it starts.

Questions people ask