Sales Contract

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Electronic Contracts

What is a Contract?

• A voluntary agreement between two or more parties that is legally enforceable

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Objectives

• Uniform Electronic Transactions Act (UETA)

• E-Sign Act

• Click-wrap/Shrink-wrap agreements

UETA • Electronic document/signature has same legal effect

• Legal contract can be formed electronically

• Electronic record satisfies “in writing” requirements

• Electronic signatures are enforceable

• Adopted by many states, but applies to intrastate, interstate, and foreign commerce transactions

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E-Sign Act

• Federal statute – Only applies to interstate and foreign commerce

transactions

• Emails may constitute as electronic signatures if elements of contract are satisfied

Exclusions

• Wills and trusts

• Family law issues (custody, divorce, etc.)

• Cancellation of utility services (E-Sign Act)

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Summary

• Contracts bring predictability, clarity, and accountability

• Electronic contracts have same import and effectiveness as paper contracts

• Consult counsel on validity of electronic contracts in international jurisdictions