eSignature Legality Guide

None.

Standard Electronic Signatures (SES) are generally suitable for the following situations:

• HR-related documents, such as standard employment contracts (excluding those with apprentices), non-disclosure agreements, privacy statements, benefits forms, and other onboarding paperwork, except for termination notices
• Business contracts between companies, including NDAs, purchase orders, order confirmations, invoices, procurement documents, sales and distribution agreements, and service contracts
• Consumer contracts, except for consumer loan agreements, such as new account opening forms, sales and service terms, software licenses, purchase orders, order confirmations, invoices, shipping documents, user guides, and policies
• Residential and commercial leases (excluding provisions that limit tenant rights, such as fixed lease terms or rent markups above the statutory base)
• Service contracts and software license agreements
• Licenses for copyrights, trademarks, and patents
• Transfers of intangible property (e.g., assignments of patents or copyrights), except for agreements on employee invention ownership

Cases where a type of electronic signature other than SES is required include:

• AES – Auditors must use an AES to electronically sign transparency reports or certify the completeness of data in the auditor register (Sec. 24, 25 Auditor Quality Assurance Act)
• AES – Electronic signatures by judicial and administrative authorities must be AES (Sec. 19(1) E-Government Act; Sec. 89c(3) Judicial Organization Act)
• QES – Employment contracts with apprentices (Lehrlinge) (§§ 9(4), 12(1) Job Training Act)
• QES – Agreements regarding the ownership of employee inventions (Sec. 7(1) Austrian Patent Act)
• QES – Stand-alone guarantees to fulfill a third party’s obligation, if made by individuals outside their business or professional activities (Sec. 1346(2) General Civil Code)

Certain transactions are specifically excluded from digital or electronic processes, or require handwritten (wet ink) signatures or formal notarization, which are generally not compatible with electronic signatures or digital transaction management.

• Written form or notarization is required for legal acts in family and inheritance law
• Official certification, judicial or notarial authentication, or a notarial deed (Sec. 1 Notarial Deed Act) is necessary for:
• Agreements between spouses about the division of property acquired during marriage
• Contracts for sale, exchange, annuity, or loans between spouses
• Debt declarations from one spouse to the other
• Donation contracts between spouses if the property is not delivered to the recipient spouse
• Legal acts involving blind individuals
• Formal notarization is required for declarations, legal acts, or petitions to be entered in the land register (Section 31, Land Register Act), company register (Section 11, Company Register Act), trademark register (Section 28, Trademark Act), patent register (Section 64(6), Patent Act), or other official registers
• Lease contract provisions that are not in the tenant’s interest (e.g., fixed terms or rent markups above the statutory base) (Section 16, Tenancy Act)
• Employee consent to surveillance systems, if the consent is to be irrevocable for the specified period (Section 10(2) Employment Contract Law Amendment Act)
• Changes to employment contracts, including those related to maternity/paternity, study leave, reduced working hours, or leave to care for ill or dying relatives
• Formal notarization for articles of incorporation of a limited liability company
• Formal notarization for the transfer of shares in a limited liability company

Austria, as a country with a tiered eSignature legal model, recognizes Qualified Electronic Signatures (QES), which require independent accreditation by an approved certification authority. Although QES is only mandatory for certain transactions, Austria, as an EU member, follows ETSI (European Telecommunications Standards Institute) standards for QES technical requirements. Additionally, Austria is among the few countries where an Advanced Electronic Signature (AdES) can, in specific cases, substitute for a QES. An AdES does not need approval from an Austrian certification body but must use digital signature technology and may need to meet certain ETSI standards. Austria, along with other EU countries, maintains a publicly accessible list of authorized qualified electronic certificate providers.

[1] An AES, or “advanced electronic signature,” is a type of electronic signature that: (a) is uniquely linked to the signer; (b) can identify the signer; (c) is created using means under the signer’s sole control; and (d) is connected to the signed data so that any changes can be detected.

[2] A QES is a digital signature that meets specific government requirements, including use of a secure signature creation device, and is certified as ‘qualified’ by the government or an authorized third party.