Our firm was founded with the vision of being a great place for great people to work, that also happens to be a law firm.
To do that, we had to rethink the way legal services are delivered and law firms are structured. We engaged concepts like dedicated relationship and project managers, project teams, core values, vision, client surveys and feedback, strengths testing, and other tools not frequently found in law firms. We believe protecting innovation requires being innovative ourselves.
We reinvented the traditional law firm model while retaining traditional values like customer service and dedication. We distinguish ourselves by our commitment to our clients to protect and further their business, while providing peace of mind. We worry so they don’t have to. Another unique approach we employ is dedicating a relationship manager to each client and a project manager for each matter. We use client feedback and surveys to improve our service delivery.
Many commercial contracts include a section that allows two or
more parties to sign on separate pages, usually under the heading
"Counterparts." A counterparts section generally serves
two purposes. First, it permits the parties to sign on separate
pages, and when done properly, the two signatures form a single
legally binding document. This ability to execute an agreement
separately provides significant flexibility, especially when the
parties are not in the same location. Second, the section should
anticipate delivery methods other than by hand or mail (e.g.,
electronically). Since the advent of fax machines and email,
counterpart boilerplate language has typically allowed the parties
to exchange signature pages electronically. In corporate documents
such as written consents and board resolutions, a knowledgeable
corporate secretary often includes a provision allowing the consent
or resolution to be executed in counterparts and delivered
electronically.
Since the Uniform Law Commission adopted the Uniform Electronic
Transactions Act ("UETA") in 1999, parties have gained
another option for executing documents: attaching an electronic
signature. Forty-nine states, the District of Columbia, Puerto
Rico, and the U.S. Virgin Islands have adopted versions of the
UETA. New York, while not adopting the UETA, enacted the Electronic
Signatures and Records Act ("ESRA"), which makes
electronic signatures legally binding in that state. Although the
UETA and ESRA vary slightly, their essential function is the
same—they make symbols or electronic signatures legally
binding on a party.
Surprisingly, many model forms of agreements still lack a
counterparts section that explicitly recognizes electronic
signatures. For example, a typical counterparts clause might
provide:
"This Agreement may be executed in one or more
counterparts, each of which will be deemed an original, and all of
which, when taken together, will constitute one and the same
agreement or document. The delivery of copies of this Agreement or
other documents required under this Agreement, including executed
signature pages, by facsimile or other electronic transmission will
constitute effective delivery for all purposes."
While this boilerplate language anticipates some electronic
transmission and the use of separate signature pages, it does not
fully take advantage of the UETA. A counterparty could argue that
the clause allows for electronic transmission of signature pages
but not electronic signing via a service such as DocuSign. Also,
because an electronic signature may not appear in a person's
actual handwriting, a properly drafted counterpart provision should
explicitly address electronic signatures. A modern counterparts
clause should also refer both to execution and delivery by
electronic means, including through platforms such as DocuSign. An
updated version might read:
"This Agreement may be executed in one or more
counterparts, each of which will be deemed an original, and all of
which, when taken together, will constitute one and the same
agreement or document. Counterparts may be executed and delivered
via facsimile, email (including PDF), by electronic means (such as
DocuSign or equivalent), or by any electronic symbol or signature
complying with the U.S. federal ESIGN Act of 2000, the [state]
Uniform Electronic Transactions Act, the Electronic Signatures and
Records Act, or other applicable law. Any counterpart executed and
delivered in this manner will be valid, effective, and binding for
all purposes."
One final point: certain contracts cannot be signed
electronically. While the list varies by state, typical exceptions
include wills, codicils, testamentary trusts, and, in some cases,
negotiable instruments. The UETA also may not apply to transactions
governed by the Uniform Commercial Code, other than Sections 1.107
and 1.206 and Chapters 2 and 2A, or the Uniform Computer
Information Transactions Act.