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NewsOK Q&A: Doing business by email can cause legal concerns

A. Michelle Campney

As a litigation attorney, A. Michelle Campney represents companies in a wide range of business litigation matters with an emphasis on the construction industry.

In this article, Oklahoma City Attorney A. Michelle Campney discusses email practices that could be considered in legal matters.

What are the general legal concerns regarding conducting business through email?

It is estimated that there will be almost 3 billion email users by the end of this year, with an average of 128 business emails sent and received per person, per day. Often, only passively mentioned in employee handbooks and with little to no training during onboarding, employers and employees adopt varied practices for email use. The sheer volume of emails creates logistical problems for businesses (e.g., server space, data protection), but it can also create legal issues when exchanges can bind companies or reveal confidential, privileged or personal information.

How can emails bind someone until they actually sign an agreement?

Does the party you are working with know that you require hard copy agreement with handwritten signatures? If not, and if the email contains all the material terms and the facts, and circumstances surrounding that show that you were conducting the transaction electronically, then you could have an enforceable agreement under the Oklahoma Uniform Electronic Transactions Act (“UETA”).

But no one actually signed the agreement, so how can it be enforceable?

Not all agreements have to be signed to be enforceable, and specifically under the UETA, a signature only need be “attributable to a person if it was the act of the person.” Furthermore, an electronic signature under the act is “determined from the context and surrounding circumstances at the time of its creation, execution, or adoption … .” While Oklahoma does not have any case law on the issue, a Texas court found a simple “Thank you, Clyde” typed above the signature block was sufficient for a signature. Parks v. Seybold (Tex. App.—Dallas, 2015). Additionally, some courts (including those in Texas) broadly interpret the signature requirement to include an automatically generated signature block.

What are other potential concerns for email?

Let’s say that your company is involved in litigation regarding a contractual dispute. Most attorneys ask that all communications, including email communications, regarding the issue be turned over during the discovery process. While the communication may not ultimately be admissible in court, if there are emails between employees discussing the dispute and the surrounding facts and circumstances, those will generally have to be turned over to the other side. Additionally, if certain individuals are involved then you may have to turn over all emails regarding that person. Thus, if any mentions of any disciplinary action regarding that person or even your own personal feelings about the person are on email those may have to be turned over. While the emails may not ultimately impact your case, they could embarrass your company.

Are there any practices or policies that would help alleviate the concerns surrounding email?

While policies and procedures will be specific to each type of business and its standard practices, at the most basic level, having a robust email use policy will set a good foundation and, if properly drafted, help educate your employees on what to do and not to do. One important thing to remember is that email will only continue to grow as a means of communication. Setting good groundwork for how it is to be used in your company may help prevent issues down the road.

 

Published: 4/11/19; by Paula Burkes
Original article: https://newsok.com/article/5628396/doing-business-by-email-can-cause-legal-concerns

Newton presents on preemptive business practices for ASA-OK

ASA LogoPhillips Murrah Attorney Samuel D. Newton gave the last presentation for a Fall educational series on Nov. 2 for members of the American Subcontractors Association of Oklahoma.

Newton’s presentation was entitled “Protect and Preserve: Considerations and Implications of Business Practices on your Company’s Future” and follows presentations given by Attorneys A. Michelle Campney and David A. Walls in September and October, respectively.

“In the discussion, we covered maintaining corporate best practices to preserve the corporate shield, non-disclosure and confidentiality agreements, discussed the implications of the Oklahoma Uniform Trade Secrets Act and how it works with confidentiality and non-disclosure agreements and how they all apply to protecting your business,” Newton said. “I switched to discussion of preserving businesses either through succession planning or selling the business.

“With succession planning, I discussed the importance of seeing the truth of the situation and not the idea (ie, who really is most apt to take over your business) and how to implement such changes, like through a buy-sell agreement or the organizational documents. I then gave a basic overview of a sale and the initial documents owners may be confronted with (letters of intent, confidentiality agreements) as well as the importance of preparing for due diligence.”

Newton, Campney and Walls will continue the series and each give presentations to ASA-OK in the Spring.

For more information about ASA, visit their website here.

Attorneys prepare educational presentations on construction law

ASA LogoPhillips Murrah Attorneys A. Michelle Campney, Samuel D. Newton, and David A. Walls explore facets of construction law as a part of an educational series for members of the American Subcontractors Association of Oklahoma.

The team has planned six presentations, three in the fall and three in the spring, with the first topic covering the “Do’s and Don’ts of Bidding” on Sept. 7. Subsequent presentations by Walls and Newton are planned for Oct. 5 and Nov. 2, respectively.

“In the past, we have spoken about different provisions in the typical construction contact,” Campney said. “The presentations are new material on different topics important to subcontractors and construction.”

For more information about ASA, visit their website here.

Phillips Murrah awarded for continued construction law service

A. Michelle Campney, Phillips Murrah Construction Law Attorney, accepts ASA-OK's Service Provider of the Year award on behalf of the Firm.

A. Michelle Campney, Phillips Murrah Construction Law Attorney, accepts ASA-OK’s Service Provider of the Year award on behalf of the Firm.

Phillips Murrah law firm has been recognized once again for its commitment to construction law in Oklahoma.

The American Subcontractors Association of Oklahoma awarded the Firm with the 2018 Service Provider of the Year award at their annual Awards Gala on June 8 at Grand Casino Resort in Shawnee.

“This is the second time that the Firm has won this award,” said David A. Walls, Phillips Murrah Construction Law Attorney. “The award recognizes the Firm’s efforts and time spent conducting education seminars for the members of ASA-OK on various topics important to the construction industry, such as good business practices, legal developments in construction law and business structure.”

ASA-OK is the primary industry trade group representing subcontractors in the construction industry in Oklahoma and is the state chapter of the national ASA organization.

“ASA-OK members choose the top Service Provider from a group of 19 member companies, and Phillips Murrah received the most votes,” said Tami Hasselwander, ASA-OK Executive Director. “ASA-OK’s membership voted for the company they believe demonstrates knowledge and expertise of our industry and who has supported our organization by providing consulting advice and educational training to our members.”

A. Michelle Campney, Phillips Murrah Construction Law Attorney, accepted the award on behalf of the Firm and gave a presentation to the association’s members.

“Michelle and I have led several seminars and group discussions during the last year for this group, which is the largest subcontractor and supplier construction organization in Oklahoma,” Walls said. “This is a part of our broad construction practice, which also includes representing general contractors, developers and insurance companies who underwrite construction companies.”

Attorneys in Phillips Murrah’s Construction Law Practice Group have more than 20 years experience in the industry and represent and advise clients in every stage of the construction process. Learn more about our Construction Law representation here.

Team of Phillips Murrah employees participate in Race for the Cure

Phillips Murrah's Rae White, Michelle Campney, and Nanette Morris stand with two friends at Race for the Cure.

Phillips Murrah’s Rae White, Michelle Campney, Nanette Morris and her family stand at Race for the Cure.

A group of Phillips Murrah employees joined together in late October to participate in a 5K for Race for the Cure at Bicentennial Park at the Civic Center Music Hall.

“My family and I have participated in the Race for the Cure for a number of years,” Paralegal Nanette Morris said. “We have had friends, luckily not any family members, that have been affected by breast cancer and have seen how devastating the disease can be.

“Other employees of Phillips Murrah have been touched by breast cancer in a number of ways and so asking the Firm to participate was an easy decision.”

Morris, along with A. Michelle Campney, Lisa McAlister, Rae White, and their families showed their support for the cause.

“Cancer, of all kinds, has affected my friends and family and I wanted to show my support by participating,” said White.

To learn more about Race for the Cure and to find ways to donate to the cause, visit the Susan G. Komen website here.