Digital Contracts & E-Signatures in Nigeria: Legal Validity and Best Practices

Digital contracts and electronic signatures are legally valid in Nigeria, provided legal requirements are met. Learn what constitutes a valid digital contract, how e-signatures are recognized, and practical steps to ensure enforceability in 2026.

The Rise of Digital Contracts in Nigeria

Business transactions are rapidly moving from paper trails to digital trails. Today, contracts are concluded via email, WhatsApp, PDFs, DocuSign, click-wrap agreements, and online forms.

A common question for Nigerian businesses is: “Are these digital contracts legally binding?” The answer is yes, but only if certain legal requirements and safeguards are met.

Understanding the legal framework for digital contracts is crucial for businesses, legal teams, and compliance officers to execute agreements confidently and avoid disputes.

What Makes a Contract Legally Valid in Nigeria?

Under Nigerian contract law, a contract is valid when it meets four key elements:

1. Offer – One party proposes terms.

2. Acceptance – The other party agrees to those terms.

3. Intention to create legal relations – Parties must intend the agreement to be enforceable.

4. Consideration – Something of value is exchanged.
   
   
   

Key point: None of these elements require paper or a physical signature. The law prioritizes agreement and intention, not the medium of communication.

Implication: Contracts formed entirely through digital communication can be legally binding, provided these elements are present.

What Is an Electronic Signature?

While Nigerian law does not provide a single statutory definition of electronic signatures, their validity is recognized in practice.

The U.S. Electronic Signatures in Global and National Commerce Act defines an e-signature as:

“An electronic sound, symbol, or process attached to, or associated with, a contract or other record and adopted by a person with the intent to sign a record.”

In Nigeria, an electronic signature demonstrates a person’s intent to approve or authenticate a document, rather than replicating handwritten signatures.

Common Forms of E-Signatures

• Typing a name at the end of an email

• Scanned signatures inserted into PDFs

• Clicking “I Agree” on an online platform

• DocuSign or similar digital signature tools

• Secure authentication processes (OTP, two-factor verification)
  
  
  

Legal Recognition of Electronic Signatures in Nigeria

1. Cybercrimes (Prohibition, Prevention, etc.) Act 2015 – Section 17

• Provides that electronic signatures for purchases and other transactions are legally binding.

• Confirms that e-signatures can create enforceable contractual obligations.
  
  

2. Evidence Act 2011 – Sections 93(2) & 93(3)

• Section 93(2): An electronic signature satisfies legal requirements for a signature.

• Section 93(3): Authentication processes—like click-wrap agreements, DocuSign workflows, OTP verifications, or email confirmations, can serve as proof of signature.
  
  

Takeaway: Nigerian law recognizes both signatures and secure authentication processes as valid methods to approve digital records.

3. Admissibility in Court – Evidence Act 2011, Section 84

Digital contracts must also be admissible in court if disputes arise. Section 84 requires:

• The system or computer was functioning properly at the time of record creation.

• The document was created in the ordinary course of business.

• Records were regularly stored and retrievable reliably.
  
  

Case Highlight:

In Kubor v Dickson (2013), the Supreme Court reaffirmed that courts scrutinize electronic records for authenticity and reliability before admitting them as evidence.

Practical tip: Maintain audit trails, system logs, and secure storage for all digital agreements.

Transactions Where Electronic Signatures Are NOT Valid

Certain sensitive documents cannot be executed electronically. Section 17(2)(a)–(h) of the Cybercrimes Act excludes:

• Wills, codicils, and testamentary documents

• Birth and death certificates

• Family law matters (marriage, divorce, adoption)

• Court documents (affidavits, pleadings, motions)

• Cancellation or termination of utility services

• Other categories specifically listed in the Act

Implication: Physical documentation and traditional signatures remain mandatory for these transactions.

Practical Examples of Valid Digital Contracts

Under Nigerian law, these forms of digital agreements are legally enforceable:

• Accepting contract terms via email

• Signing agreements using DocuSign or similar platforms

• Clicking “I Agree” on website terms and conditions

• Approving documents through secure digital authentication (OTP, token, or password)

• Exchanging scanned copies via email or messaging apps

Key idea: Intention, agreement, and proof of authenticity are what matter not the method.

Key Takeaways for Businesses

To ensure digital contracts are valid and enforceable in Nigeria:

• Ensure proper contract formation (offer, acceptance, intention, consideration)

• Comply with Sections 93 and 84 of the Evidence Act

• Confirm the transaction is not excluded under the Cybercrimes Act

• Maintain accurate digital records, audit trails, and authentication logs
  
  
  

Businesses that follow these practices can confidently use digital contracts and electronic signatures, reducing reliance on paper while ensuring legal enforceability.

Conclusion

Digital contracts and electronic signatures are legally valid in Nigeria, provided businesses adhere to statutory requirements and maintain proper documentation.

By combining legal compliance, digital authentication, and secure recordkeeping, businesses can execute agreements efficiently, reduce paper dependency, and remain confident in the enforceability of digital transactions.

Next step: Review your digital contract workflows and implement secure audit trails to ensure that all e-signed agreements are legally defensible.