Chapter 11 - Written Contracts and Cyber-Commerce
4. A “digital signature” is defined under the Uniform Electronics Transactions Act as
“an “an electronic sound, symbol, or process attached to or logically associated with a
record and executed or adopted by a person with the intent to sign the record.”
5. In regard to offer and acceptance online, an electronic party should ensure that a copy
of the contract is available on a hyperlink.
a. An electronic party should ensure that the following terms appear in an online
(a) The payment procedure.
(b) Limitations on remedies.
(c) Refund policies.
(d) The return process.
(e) Dispute settlement, forum selection, and choice-of-law provisions.
(f) The applicability of cyber-signatures.
(g) Liability disclaimers.
(h) Provisions relating to the offeree’s manner of acceptance.
b. In general, a party accepts by clicking on a box.
c. When a cyber-agreement deals with goods, provisions of Article 2 of the UCC
6. In regard to hyperlinks, courts have rather consistently that terms hidden behind
hyperlinks do not prevent enforceability of contracts so long as the information in the
link itself is not ambiguous, false, or uncertain.
7. Fraudulent clicking on Internet sites causes problems for advertisers who are charged
based on the number of clicks recorded.
B. Cyber-Commerce Legislation
1. The E-Sign Act
a. The federal act states that if the parties to a contract have voluntarily agreed to
transact business electronically, the electronic contract that results will be as
legally acceptable as a paper contract.
b. The parties must be able to store and reproduce the electronic record of the
c. A few documents are not covered by the statute.
2. The Uniform Electronic Transactions Act (UETA)
a. Under the act, once parties have voluntarily agreed to enter a transaction using an
electronic medium, the agreement that results in electronic form, including the
cyber-signatures, will be as valid as a paper agreement.
b. The act applies only to transactions that involve some sort of commercial,
business, or governmental matter.
c. The law states that if an act, such as the Statute of Frauds, requires a writing and a
signature, a cyber-record and a cyber-signature will fulfill that requirement.
d. Under provisions of the E-Sign Act, the UETA will trump the E-Sign Act
provided that the state that has adopted the UETA has not altered its content.
e. Most states have adopted the UETA, but some have altered its content.
3. The Uniform Computer Information Transactions Act (UCITA)
a. The act focuses on contracts that involve the sale or lease of computer
Copyright © 2017 McGraw-Hill Education. All rights reserved. No reproduction or
distribution without the prior written consent of McGraw-Hill Education.