The legal test for an electronic signature isn't the cipher or the certificate — it's intent. The signer must have intended to sign. Here's what counts as evidence of that, and what doesn't.
The legal test
Under ESIGN, UETA, eIDAS and equivalents, an electronic signature requires:
1. An electronic mark — typed name, drawn signature, click, etc. 2. Logically associated with a document — the mark is on or attached to the contract, not floating. 3. Made with intent to sign — the signer meant the mark to count as their signature.
The first two are mechanical. The third is the substantive test.
What evidences intent
Explicit consent: a checkbox or clickwrap acknowledging that the signer agrees to sign electronically. Required for some consumer transactions under ESIGN.
Action with context: the signer was shown the document, given the option not to sign, and chose to sign. Recorded in the audit trail (viewed → signed).
Surrounding conduct: emails discussing the contract, payment under the contract, performance of obligations. All circumstantial evidence of intent.
What undermines intent
Signing happened by automated process with no human involvement (some platforms include this in API flows — courts have started looking carefully).
Signing happened without the signer seeing the document — for example, a checkbox accepting terms-and-conditions never actually displayed. Courts have repeatedly invalidated such signatures.
Signing happened under duress, mistake, or by someone without authority. These are general contract defences, not specific to e-signatures.
How platforms capture intent
Flint's signing flow requires the signer to view the document, place their signature, and confirm. Each step is logged. The audit trail evidences that the signer saw what they were signing and acted to sign it.
For consumer-facing flows, add explicit consent: 'I agree to sign electronically' as a separate confirmation. Makes the intent record stronger.
FAQ
Can a click be intent to sign?
Yes — clickwrap consent has been upheld extensively in US, UK and EU courts. Provided the clicker saw what they were agreeing to and clicked deliberately.
What if the signer claims they didn't read it?
Generally not a defence — adults are responsible for documents they sign. Exception: where the document was hidden, unreasonable, or the signer was misled about its content.
How do I record consent for consumer transactions?
ESIGN requires disclosure of the right to receive paper, ability to access the format, and affirmative consent. Consumer-facing signing platforms build this in by default.
Does scrolling through the document count?
It's evidence of opportunity to read. Not a substitute for actually clicking to sign with intent.
Intent is the core. Sign in Flint — the platform records the steps that evidence it.