What makes an electronic signature valid?
An electronic signature is valid in the US when a person adopts it intending to sign, the parties agreed to deal electronically, the signature is tied to the document, it can be traced to the signer, and the signed record can be kept and reproduced. No particular technology is required. Those five elements come straight from the federal ESIGN Act and the state UETA laws, and an audit trail is how you prove them later.
Updated November 9, 2026 · 5 min read
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The elements at a glance
| Element | Where it comes from | What proves it |
|---|---|---|
| Intent to sign | ESIGN 15 U.S.C. § 7006(5); UETA § 2(8) | A deliberate signing step with a statement that it's a signature |
| Agreement to transact electronically | UETA § 5(b); for consumers, ESIGN § 7001(c) | A consent checkbox, with a disclosure where consumer law requires one |
| Attached to or logically associated with the record | ESIGN § 7006(5); UETA § 2(8) | The signature placed in the document, and a fingerprint showing the file didn't change |
| Attribution to the signer | UETA § 9 | A link sent to the signer's own email, an access code, and a log of IP address and device |
| A record that can be kept and reproduced | ESIGN § 7001(d)–(e); UETA §§ 8, 12 | A signed copy every party can download, print and store |
| A document the laws cover | ESIGN § 7003; UETA § 3 | Not a will, family law document or other excluded record |
1. Intent to sign
Both laws define an electronic signature as an electronic sound, symbol or process executed or adopted by a person with the intent to sign the record. Drawing, typing a name, clicking a button and even a voice recording can qualify, if the person meant it as a signature. UETA's drafters used the website checkout as their example: a customer who works through an order and clicks "I agree" at the end has adopted that process as their signature.
The adoption of the process carried the intent to do a legally significant act, the hallmark of a signature.
2. Agreement to do business electronically
UETA applies only to transactions between parties who have each agreed to conduct them electronically, judged from the context and their conduct (section 5(b)). Nobody can be forced to accept electronic signatures, and someone who agreed once can refuse the next time. ESIGN adds a stricter step for consumers: when a law requires information to be given to a consumer in writing, an electronic copy counts only after the consumer affirmatively consents, having been told about paper copies, withdrawing consent and the hardware and software needed (15 U.S.C. § 7001(c)). See consent to electronic records.
One detail is often missed: ESIGN says a contract a consumer signed isn't denied effect solely because the consumer's electronic consent wasn't given in a way that showed they could open the records (§ 7001(c)(3)). The consent step protects delivery of required notices; it isn't a trapdoor under every contract.
3. Tied to the document
On paper, a signature sits on the page it signs. Electronically, the law asks that it be attached to or logically associated with the record. In practice that means the signature is placed in the document itself, and the system can show which version of the file was signed. A document hash, a fingerprint of the file, does that: change one character and the fingerprint no longer matches.
4. Attribution: proving who signed
An electronic record or electronic signature is attributable to a person if it was the act of the person. The act of the person may be shown in any manner, including a showing of the efficacy of any security procedure applied to determine the person to which the electronic record or electronic signature was attributable.
The law doesn't prescribe a method, so match the evidence to the risk. For an everyday service contract, a signing link sent to the customer's own email plus a log of when and from where they signed is normal. For higher stakes, add an access code, or identity verification such as an ID check.
5. A record everyone can keep
Where a law requires a contract to be in writing, ESIGN lets its electronic version be denied effect if it isn't in a form that can be retained and accurately reproduced for later reference by everyone entitled to keep it (15 U.S.C. § 7001(e)). UETA puts it from the sender's side: an electronic record isn't capable of retention if the sender or its system inhibits the recipient's ability to print or store it (section 8(a)). The fix is simple: give every party a downloadable copy of exactly what was signed.
6. A document the laws cover
ESIGN doesn't apply to wills, codicils and testamentary trusts, adoption, divorce and other family law matters, most of the Uniform Commercial Code, court documents, and certain notices such as utility shutoffs and foreclosures (15 U.S.C. § 7003). UETA has a similar scope section, and states add exclusions. New York has its own law instead of UETA. Check your state on our e-signature laws by state pages.
What doesn't matter
- The technology. UETA's comments say no specific technology need be used to create a valid signature.
- Whether it looks handwritten. A typed name is as valid as a drawn one when adopted to sign. See typed names.
- A digital certificate. Certificate-based signatures add tamper evidence, but US law doesn't require one. See electronic vs digital signatures.
- Being in the same room. Remote signing is as valid as in-person signing for documents the laws cover.
The audit trail ties it together
Validity is decided after the fact, when someone says "that wasn't me" or "that's not what I signed". An audit trail answers both by recording each step: when the document was sent and opened, when the signer consented, when they signed, from what IP address and device, and the fingerprint of the file. UETA section 13 makes sure that evidence can't be excluded just because it's electronic.
How SignMaster covers each element
- Consent: each signer ticks a box agreeing to use electronic records and signatures, with a link to the versioned e-signature disclosure, or declines.
- Intent: the signing dialog states that selecting Adopt and sign makes it their electronic signature, as binding as pen and paper.
- Association: signatures are placed on the document's own fields, and each original file's SHA-256 fingerprint goes on the certificate.
- Attribution: a private link to each signer's email, an optional access code, and the IP address, browser and times on the certificate of completion.
- Retention: every signer receives the signed PDF when the last person signs, and you can download it any time.
General information, not legal advice
ESIGN and UETA set the baseline, but a state's own version of UETA, its consumer laws and the rules for particular documents can add requirements. Meeting every element here makes an e-signature strong; it doesn't guarantee how a court will rule on a specific dispute.
Questions? Answers.
Does an electronic signature need to be certified to be valid?
No. US law doesn't require a certificate, a particular vendor or a particular format. It requires intent to sign, an agreement to transact electronically, a link to the record and a record that can be kept.
Is a click-to-sign button a valid signature?
Yes, when the person clicks it intending to sign. UETA's drafters gave clicking "I agree" at the end of an online order as an example of an electronic signature. See click-to-sign.
What makes an e-signature hold up in court?
Evidence of each element: a clear consent and signing step, proof that the signer controlled the email or code used, and an unaltered copy of the signed document with a log of every event.
Can an e-signature be valid without the signer's consent to e-sign?
UETA applies only where the parties agreed to deal electronically, though that can be shown by conduct. For consumers, ESIGN's consent rules govern required written notices. A recorded consent step removes the question.
Sources
- 15 U.S.C. § 7006, ESIGN Act definitions (govinfo) · govinfo.gov
- 15 U.S.C. § 7001, ESIGN Act general rule and consumer consent (govinfo) · govinfo.gov
- 15 U.S.C. § 7003, ESIGN Act exceptions (govinfo) · govinfo.gov
- Uniform Electronic Transactions Act (1999), final text (Uniform Law Commission) · uniformlaws.org
- Uniform Law Commission, Electronic Transactions Act · uniformlaws.org
- N.Y. State Technology Law § 304, Electronic Signatures and Records Act · nysenate.gov
General information, not legal advice. Laws change, and how they apply depends on your situation. For advice about a specific document, talk to a lawyer licensed where you are.