contract-law
Is a single electronic document that contains separate untitled and unnumbered sections “one contract”?
<p>Given a written “agreement” between a “provider” and a “client”:</p>

<ul>
<li>that exists solely as a single PDF file (there is no hardcopy version)</li>
<li>has a few “sections”, each of which is untitled and un-numbered, basically like paragraphs, albeit on separate pages within the document</li>
<li>the sections all deal with different aspects of the same overall single dealing/interaction</li>
<li>has separate places under each “section” where the provider wants the client to electronically sign to acknowledge/agree with the contents of section</li>
<li>some sections deal with what is being provided, some sections deal with what the client has to pay the provider under certain circumstances</li>
</ul>

<p>How strongly can it be legally argued that the PDF is a single document, and that signing or not signing the sections should be treated as a single inseparable action?</p>

<p>If so (or even if not so), how strongly can it be argued that signing or not signing of the sections of a <em>later</em> PDF that replaced a previous electronically signed PDF for the same dealing (same document, except with the delivery date moved to a later future date, which in fact was the eventual delivery date) overrides then signing or not signing of all sections that were signed or not signed in the previous PDF?</p>

<p>ie does the second PDF completely replace the first?</p>

<p>This question is asked in the context of enforceability by the provider in both USA and Australia.</p>

<h2>A document is not a contract</h2>

<p>The contract is the entire legally enforcable agreement between the parties: the document is simply a record of the contract's terms.</p>

<p>** A conract can be evidenced by none, one or many documents **</p>

<p>A verbal contract has no documentation. A simple contract may have one written document. A complex contract, say for the construction of a building, may have tens of thousands of documents.</p>

<p>** Entering a contract happens when the agreement is made **</p>

<p>Once an offer is made and accepted there is a binding contract irrespective of when (or if) any documents are signed.</p>

<h2>Variations</h2>

<p>A contract can only be varied by:</p>

<ul>
<li>a term in the contract that provides for variation</li>
<li>another contract between the parties</li>
</ul>

<p>For the changed delivery date to be binding thene there either needs to be a provision in the contract allowing for the delivery data to be changed (and if there are conditions on how it can be changed these must have been followed) </p>

<p>OR</p>

<p>By a new contract where each party provided something of value - if the delivery date changed to suit the vendor, what did the buyer get in return? Or vice-versa. Note that consideration does not have to be money, just <em>something</em> of some (even nominal) value.</p>

<h2>A signature is evidence of agreement</h2>

<p>A signature is very strong evidence that the person agreed to the terms - in fact it is almost irrefutable evidence.</p>

<p>The absence of a signature is evidence of nothing. In the event of a dispute, determining what the terms are will depend on other circumstance - usually the actions of the parties. For example, if you are provided with a contract's terms and then take any action that brings about the contract (e.g. like accepting the goods) then that is evidence that you have accepted the terms.</p>
