Legal & Business Rules
Electronic Contracts, Signing Authority and Acceptance Evidence
DRAFT v1.0 | Signing Page Requirements and Policy
1. Legally meaningful signatures
GTLD uses affirmative electronic acceptance for standard marketplace agreements and specific domain sale mandates. UK Law Commission guidance confirms that electronic signatures can ordinarily satisfy signature requirements where the signatory intends to authenticate the document and relevant legal formalities are met. An unchecked checkbox plus a positive "Sign agreement" button may be suitable for the intended ordinary commercial contract when properly evidenced; some instruments or countries can require different formalities, so no universal claim is made.
An authenticated identity is not the same as legal authority to bind a company; a corporate signer must state capacity and, where requested, provide director status, corporate authorisation or power of attorney. A signature must bind a specific document version and mandate, not merely a generic click at registration. We do not claim a third-party "qualified electronic signature" or cryptographic PKI signature if not implemented.
2. Dedicated signature page
Route `/sign/:agreementId` (authenticated, account-scoped, inaccessible to other users) must show:
• Heading identifying document, version, SHA-256 digest, legal company counterparty, user role and proposed legal effect.
• Full scrollable/rendered text with download/print facility, plus all role-specific appendices and full seller mandate including exact domain in immutable readonly display, currency, minimum/authorised price, commission, signatory organisation and current regulatory disclosure.
• Signer's verified legal name, optional company legal name and number, signer's relationship/capacity `self / company director / authorised representative`, address/country as needed, signatory's verified email.
• Distinct unticked checkbox "I have read and agree to [Agreement name, version]", a second unticked "I certify that I have authority to sign for [entity/domain]" for seller/corporate signers, plus separate unticked early-performance/cancellation consent only if approved as applicable; optional marketing consent always distinct.
• Action "Sign Seller Agency Mandate" / "Accept Buyer Purchase Agreement" (cannot be confused with "Pay now") and clear statement of electronic signature intent; email OTP or MFA challenge before final signature.
• Confirmation screen with document hash, signed timestamp UTC, reference number, role, immutable snapshot link and email containing a durable accessible copy. Reject if the accepted version changed between display and submit.
3. Evidence the system must retain
Record in append-only audit: agreement identifier/type, exact rendered document version and canonical SHA-256, approved version date, mandate schedule and hash, signer user ID/verified email and legal name, organisational entity/capacity, verified sign-in session ID, OTP/MFA result reference, consent choices with *checkbox labels and state*, server timestamp UTC, client IP and user-agent subject to data minimisation/retention, server decision, generated evidence record hash and optional previous-event hash. Save signed immutable HTML/PDF-like printable contract snapshot (do not claim PDF if only HTML provided). Preserve original even after terms change, allow admin read-only retrieval subject RBAC.
Admin actions that change the selling authority or payment instructions require their own logged two-person approval and cannot silently rewrite seller-signed mandate. Do not expose signature evidence through guessable public URLs. Changes to email, company, domain, authorised price, payment beneficiary or terms version may demand re-verification and re-signature.
4. Evidence and accepted role language
Seller mandatory declaration:
"I am the registered holder of this domain or have documented authority from that holder; I have authority to bind the Seller named here. I sign this Seller Agency Agreement and the displayed domain-specific mandate, appointing ZAGRAN LTD as my disclosed agent for the Seller alone, and authorise acceptance of sales only within the stated mandate. I understand the 15% success fee, inclusive of VAT if chargeable, and I will keep registration details accurate."
Buyer mandatory declaration:
"I confirm that my legal identity and authority are correct, have read the exact domain/price/tax and Seller's declared trader status, have reviewed applicable cancellation and transfer terms, and electronically accept the Buyer Purchase Terms. I understand GTLD is the Seller's agent, not mine."
Corporate capacity declaration:
"I confirm that I am a director or duly authorised representative of [exact legal entity] and have power to enter into this agreement on its behalf. I understand that falsely claiming authority may result in cancellation, investigation and legal consequences."
5. Declines, revocation and copies
A user can refuse to sign without false indication of agreement; they cannot publish a saleable listing or place a binding order without required signed terms. Mandate revocation is prospective and does not undo a completed binding contract. Users can request durable copies at any time within retention limits. Agreement versions are retained, searchable by date and hash. Changes to terms cannot silently apply retrospectively to closed deals.
Do not make Terms acceptance conditional on consenting to marketing. Do not store signatory's drawn image as sole evidence of consent.