Appellate Practice Attorney serving New York, NY
If you advanced the information without a contract, I think you'd be out of luck. However, I believe that you can compromise by reaching an agreement to disclose the information on condition that the company not use it unless it, after seeing the information, decides to engage your company. These types of agreements are used all the time when businesses are discussing merger or the acquisition of one by the other. The buyer needs to see all sorts of private information in order to do due diligence, but the seller doesn't want the buyer to back out and then use the proprietary info to the seller's detriment. As for e-signatures, they are normally sufficient to show acceptance, but acceptance of what? Just requiring an esignature for access would not give me comfort that you had an enforceable contract, but I think it would be ok if you provided prominent notice that the act of esigning and accessing will constitute consent to the proposed contract.
As an aside, there are sometimes good reasons why people will not avail them selves of the types of services you provide, even though they can recover money. For example, one of my clients, a beneficiary of a will, was approached by a firm such as yours claiming to have information about $10,000 in unclaimed assets of the decedent. The problem was that $10,000 would have pushed the estate beyond the federal estate tax threshhold, and the tax consequences would have been well more than $10,000.
Answered on Apr 15th, 2014 at 4:31 PM