Contract signature does on match the contract holder

A phone book company is saying they have a contract with my dad, he did not sign it. My email is on the paperwork as well and my old company’s name, the company did not have a representative of theirs sign the paperwork either. Does this bind him to the contract, as far as I understand they need to have an ID that matches the contract signer right? The names need to match and the signatures need to match as well right? Both parties also need to sign as far as I understand, the paperwork also is states its a proposal not a contract. I’m not sure if he is legally bound to this or not.

Asked on October 17, 2017 under Business Law, Utah


SJZ, Member, New York Bar / FreeAdvice Contributing Attorney

Answered 3 years ago | Contributor

1) A person is only liable under a contract (legally bound to it) if they agreed to the contract (with such agreement generally being shown by a signature). If your dad did not sign the contract as you indicate, he is not bound to it. If you can prove this was not his signature (such as by his testimony, or a comparison of any signature on the contract with your father's signature), that right there should take of the issue: if he never signed, he is not bound.
2) Even if your father did sign the contract, if the contract was supposedly with your old company (you write that "my old company's name" is on the contract), then his signature would not bind him personally. It might bind the old company (assuming it still exists) if it can be shown that your father either did have the actual authority to sign for the company or that under the circumstances he had "apparent authority" to sign (i.e. a reasonable 3rd party would conclude he had the authority)--but when a person with actual or apparent authority signs a contract for a company, it again binds the company, not the person.
3) If they created the contract, they do not need to also sign it: because they created the contract and presented/offered it to someone else, their agreement to the contract is taken as a given. Once the other person/party signs, it becomes binding. This factor does not help your father, though as discussed in 1) and 2) above, based on what else you write, it does not appear that he would be personally liable or responsible for the contract.

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