Contract Signatures & Witnesses

Is a contract legally enforceable if the signatures are not witnessed or notarized? Consider the following…

The writing requirement.

As a threshold matter, the general rule is that oral contracts are, in fact, legally enforceable. Thus, it follows that, as a general rule, a written contract is legally enforceable even if the signatures are not witnessed or notarized. Of course, the most obvious risk of an oral contract is evidentiary. That is to say, it may be difficult (or impossible) to prove the existence and substance of an oral agreement. Accordingly, it is prudent for businesspeople to utilize written contracts for all but the most routine and nominal agreements, and to consider whether there may be a need to verify contract signatures in the future.

Witnesses and notaries.

A witness typically signs a contract next to or below the signature of a party to a contract. A witness can be helpful if a person later claims that he/she did not sign the contract. A witness can be called upon to confirm that the party did, in fact, sign the contract. If witnesses are to be utilized, the following general best practices should be observed:

— The witness should be of the age of majority (i.e., at least 18 years old);
— The witness should be a “disinterested” person (e.g., not a party to the contract and not a friend or relative of the signing party);
— The witness should be clearly identified (e.g., print the witness name below his/her signature); and
— The witness should actually observe the party signing the contract (i.e., not “witness” the signature “retroactively”).

The writing requirement… redux.

Although oral agreements are generally enforceable, there are many statutes and regulations that require certain contracts to be written. In such cases, there may be specific requirements regarding witnessing or acknowledging signatures.

Conclusion...

Although, in general, contract signatures need not be witnessed or notarized, it is prudent to seek competent advice regarding the legal and practical issues surrounding memorializing and signing contracts. Please feel free to contact me if you want more information about this important issue.

PLEASE NOTE: This article is merely for the general interest of the reader. It is not legal advice or opinion and it does not create an attorney-client. Please call me at 973-921-0600 if you’d like to have a free initial telephone consultation or learn more about me or my practice. Thank you.