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How to use the MAC Digital Documentation Protocol

delivery of reviewed, confirmed and executed documents should be clearly established.īy executing and delivering a document in concert with these guiding principles, we believe sufficient evidence of due execution and delivery of that document has occurred amongst the signatories.

execution of documents by electronic means in accordance with applicable law is supported and.

review of complete documents by the signatories should be confirmed.

complete documents should to be made available to signatories for review before or at least as they are signed.The MAC Digital Documentation Protocol is comprised of four guiding principles: Although there have been few cases to date in which the enforceability of an agreement has been challenged due to the failure of the execution and delivery process that was not held in person, we believe adherence to the guiding principles of the MAC Digital Documentation Protocol will help parties to avoid potential disputes on issues such as “ what was the final version of an applicable agreement” or “ that a party never agreed to the terms of the purported final agreement.” MAC Digital Documentation Protocol Guiding Principles The digitization of the M&A agreement process has significantly increased the speed with which documents can be changed and greatly enhanced the ability of parties to fine tune agreements up to the last minute-or even second-before signing. Peer Review: Glenn West (Weil, Gotshal & Manges)Ĭommittee Chair: Wilson Chu (McDermott Will & Emery LLP) IntroductionĪs in-person closings, much less in-person signings, go the way of livery of siesen, the Technology Subcommittee of the ABA Mergers and Acquisitions Committee (“MAC”) has prepared a protocol which represents the best practices used by M&A lawyers in arranging for the proper execution and delivery of documents digitally. The “ MAC Digital Documentation Protocol” is not an exclusive means to digitally execute and deliver documents, but rather a set of governing principles counsel can rely on to ensure documents are effectively reviewed, executed and delivered digitally. Subcommittee Chair and Contributor: Daniel Rosenberg (Charles Russell Speechlys LLP)

Ian Palm and Stefan Nasswetter (Gowlings), Kathy Woeber Gardner and Karen Masterson Dienst (Montgomery Pacific), Tali Sealman (White & Case) and Brittany Sakowitz (Kirkland & Ellis LLP) Project Chairs: Anshu Pasricha (formerly of Koley Jessen, P.C., L.L.O.) and Thomas B. Mergers & Acquisitions Committee, Technology in M&A Subcommittee