Closing the Loop

The importance of document management in online leasing and electronic signatures

Megan Smale, Esq.Corporate Counsel

RealPage, Inc.

Electronic Signatures

eSignature

– Allows property managers to accept and execute legally binding electronic leases and other documents

– When combined with document management, it satisfies the most stringent state and federal requirements necessary to ensure that an electronically executed lease is both binding and enforceable anywhere in the United States

Why eSignature

Technology trend in other industries– SEC—Securities Filings– Google, Inc. 10 K Annual Report

• Reported $16.9 billion in top line revenue• Electronically filed using EDGAR,

the SEC online filing system• Eric Schmidt, Chairman and CEO,

eSigned to certify the report

Why eSignature

Technology trend in other industries– Federal and State Court Filings

• Federal courts use Electronic Case Filing (“ECF”) and pleadings are accessible on PACER, Public Access Court Electronic Records

• ECF filings use eSignatures• Vioxx class action suit, which settled

for $4.85 billion, was an ECF case

Why eSignature

Technology trend in other industries– Truth in Lending Act, Regulation Z –

Federally required disclosures for home equity loans, credit cards, variable rate mortgages, and others may be delivered electronically

– Department of Education – Paperless financial aid using a PIN. The e-sign on the FAFSA page uses Secure Sockets Layer encryption to protect the student’s confidential information. Smart cards can also be used to effect an electronic signature

Why eSignature

Technology trend in other industries– It’s what the industry wants

• RealPage clients demanding this technology to be competitive

• Camden recently completed first lead-to-lease completely online

Why eSignature

Technology trend in other industries– It’s what the industry wants– It’s what your customers want

• More people are self-service oriented• Generation Y does everything online• All generations getting comfortable transacting

over the web

Why eSignature

Technology trend in other industries– It’s what the industry wants– It’s what your customers want– Go green

• Prius outsold the iconic Ford Explorer in 2007• Environmentally friendly products and

processes are fashionable

History of eSignature

FEDERAL:The Electronic Signatures in Global and National Commerce Act (E-Sign), 15 U.S.C. § 7001 et seq.

STATE:State-enacted versions of the Uniform Electronic Transactions Act (UETA)

History of eSignature

E-Sign Act Overview– Enacted by Congress on June 30, 2000– Ensures validity and legal effect of contracts

entered into electronically– Electronic leases are fully enforceable

History of eSignature

Upon signing the bill into law, President Clinton stated,

“Under this landmark legislation … online contracts will now have the same legal force as equivalent paper contracts.”

Statement by

President William J. Clinton Upon Signing H.R. 2130, 36 Weekly Comp. Pres. Doc. 1560(June 30, 2000)

History of eSignature

– A record or signature may not be denied legal effect or enforceability solely because it is in electronic form

– A contract may not be denied legal effect or enforceability solely because an electronic record was used in its formation

– If a law requires a record to be in writing, an electronic record satisfies the law

– If a law requires a signature, an electronic signature satisfies the law

eSignature Laws Requirements

– Technological capacity– Non-repudiation– Signer authentication– Document authentication– Document integrity– Record retention

eSignature Laws Requirements

Technological Capacity– Computer– Access to the Internet– Adobe Acrobat Reader

eSignature Laws Requirements

Non-Repudiation– Electronic signer must expressly consent to

electronic execution or– Signer must exhibit willful action– Consent by clicking “sign document” and

entering password for each transaction

eSignature Laws Requirements

Signer Authentication– Evidence attributing signature to signer– Prospect creates online username

and password

eSignature Laws Requirements

Document Authentication– Document fingerprint– Unique ESA ID

eSignature Laws Requirements

Document Integrity– Evidence that document has not been altered– Prospect clicks “sign now” button and enters

password, creating unique ESA ID– Document goes to document management

system for signature and archiving

eSignature Laws Requirements

Record Retention– ESA seal placed on executed lease– Document stored for seven years

Defending eSignatures

Defending a Challenged Electronic Lease– The same rules for admitting an ink-signed

lease apply to an eSigned lease – it must be “authenticated”

– Each state has similar rules of civil procedure and evidence

– Texas Rule of Evidence 902(11) defines electronic leases and eSignatures as “self-authenticating”

eSignatures in the Multifamily Industry

Typical Online Leasing Life Cycle

eSignature Closes the Loop

The eSignature Process

– Applicant creates online account– Locked PDF forms are presented for review– Applicant enters portal account password– Applicant clicks the “sign now” button– Locked PDF transmitted to secure document

management system for signature– Locked and signed PDF presented to

applicant with ESA seal

eSignature Security

– Federal Government grade security– CAS Technology protects “fixed content”

information, i.e., content that is not intended to be and should not be revised

– Documents are non-rewritable and non-erasable

eSignature Benefits

– True online leasing experience—no printing– Allows renters to do business on their terms– Allows you to go green

• Printing lease no longer necessary• Resident uses resident portal to access

executed documents stored in document management system

eSignature Benefits

eSignature is the holy grail of the online leasing process.

A document management system makes it happen.

Questions?