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I am doing a web design and development business planning. The system is client buy a website package online >> make a payment >> I collect their requirement >> We work together until the end of the project (no face-to-face meeting, everything has done online). But when it comes to the contract which specify deeply the details of the job, including terms and conditions, I am quite not sure where to put these. How do you people do, either you:

  1. Create a contract in PDF format, you sign and then you let client signs, you both exchange the PDF file online (digitally signed)? << This event has to occur BEFORE they make a payment? OR

  2. You create a contract, terms & conditions page on your website before proceeding them to the payment process, make sure client ticks/agrees over the online format, after client agrees, then you proceed them to the payment page. Is that's how it's done?

    • What is the best approach in doing this process?
    • Is it the ticking over the checkbox means the clients sign/agree with the terms and conditions and could used as a legally binding between both parties?
    • What you should include within the box in order to clarify and reassure client before they proceed to the payment process: full contract, terms and conditions, else?
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this is not really a startup question. it is a process question and really not closely tied to startups at all. – TimJ♦ Nov 14 '11 at 1:34

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Both will work. Just some quick background, for a contract to be valid, all parties must assent to the terms.

The emailing a pdf approach: This would make it much easier to prove assent. The user actually signed and sent the contract. That said, it is more work for your users.

The check-box approach: These are usually enforceable as long as the user actually assented to the terms. These could possibly be enforceable with as little as a link to the TOS before the checkbox. But, I would put a scrollable text area with the entire contract in it. See this article for a court that disregarded a check-box agreement for not being clear enough to prove assent: http://blog.ericgoldman.org/archives/2011/10/court_disregard.htm

The only non-legal comment I would have about the check-box agreement, is that they usually have the same contact for all-users (Facebook's TOS for example). It seems like you want a different contract for each user and this might add to the complexity of your web application.

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Thank you so much. Is Accept button or Checked be working? Or does it have to be digitally signed only? – Modular Nov 13 '11 at 23:10
I'm sorry, but I don't quite understand. Could you rephrase? – Stephen Burch Nov 13 '11 at 23:28
As when client clicks on checkbox that they understand our terms and conditions agreement and then clicks "Accept", could this action be equivalent to "Siging the contract"? And also, PDF digitally signed contract, is it the same as signed by handwriting? – Modular Nov 14 '11 at 0:02
Digital signatures are valid ways to sign contracts. The check-box then accept button usually is enough to form a contract (i.e. the user signed the contract). – Stephen Burch Nov 14 '11 at 0:07

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