Chapter 10

4. What are the elements that are necessary for an effective acceptance?

(1) Voluntary act by offeree (words and/or conduct) shows assent (2) timeliness (3) communication of acceptance

Termination of offer by parties can occur in 3 waves

(1) revocation (by offeror) (2) rejection/inactivity (by offeree), by words or conduit (3) counter offer

E-signature

(uniform electronic transaction act) an electronic sound, symbol or process attached to a logically associated with a record and executed or adopted by a person with the intent to sign the record

Electronic signatures in global and National commerce Act (2000)

- No contract, record or signature may e denied legal effect solely because it is in the electronic firm

Attribution

- Refers to procedures that may be used to ensure that the person sending an electronic record is the same person whose e-signature accompanies the record

Termination of offer by operation of law

1. By lapse of time 2. Destruction of the specific subject matter (purpose) of the offer 3. Death or incompetence of offeror or offeree 4. Supervening illegality of the proposed contract

Suggested provisions for online offers

1. Clause clearly indicating what constitutes buyers agreement to terms 2. Specifications for manner of payment 3. Refunds and return policies 4. Disclaimer of liability 5. Limitation of remedies (damages) 6. Privacy practices 7. Alternate dispute resolution methods choice of jurisdiction/venue

3 ELEMENTS NECESSARY TO FORM EFFECTIVE OFFER

1. Must be a serious, objective intention by the offeror. (Intention) 2. The terms of the offer must be reasonably certain, or definite, so that the parties can ascertain the nature of the contract (Definiteness) 3. The offer must be communicated to the offeree. (Communication)

6. How have tradition laws been applied to these agreements?

A failure to be able to prove assent to the contact leaves in unenforceable

7. What is the uniform electronic transaction act?

A federal statute whose primary purpose is to remove barriers to E-commerce by making electronic signature as valid as actual

Objective theory if contract interpretation

A party's words and conduct are held to mean whatever a reasonable person in the offeree's position would think they meant given the ordinary and standard use and meaning of such words

Browse-warp term

A term or condition of use that is presented to an internet user at the time certain products (software) are being down-loaded but that need not be agreed to before the user is able to install or use the product, often unenforceable because lacks meeting of the minds (assent)

Cyber Notary

A legally recognized authority that can verify the validity of digital signatures

Offer

A promise or commitment to perform or refrain performing some specific act in the future

5. How do shrink-warp and click-on agreements differ from other contracts?

Click-on contracts ean for you to click on subject, shrink-wraps don't

2. What are some examples of non offers?

Expression of opinion, joke, statement of future intent

E-contract

a contract that is formed electronically

Preliminary Negotiations

a request or invite to negotiate is not an offer

Shrink-warp agreement

an agreement whose terms are expressed in a document located inside a box in which goods are packaged agreement is evidence y retention and/or use of the goods

Veta

will not apply to a transaction unless each party has agreed previously to conduct transaction by electronic means, Also provides for E-notary security procedures, and transmissions of records as sent

Click-on agreement

An agreement arising via the internet when a buyer engaging in a transaction, indicates assent to be bound to the terms of an offer by clicking on a symbol or box

Partnering agreement

An agreement between a buyer and a seller who frequently do business with each other concerning the terms and conditions that will apply to all subsequent electronically formed contracts

Irrevocable Offers

An offer that cannot be revoked pursuant to agreed upon terms of the parties

Counter offer

An offeree's response to an offer in which the offeree rejects the original offer [either in part of in full] and at the same time makes a new offer. The offeree then becomes the offeror

Record (veta)

Information that is either inscribed on a tangible medium or stored in a electronic or other medium and is retrievable

8. What are some of the major provisions of this act?

Makes E-signature valid if parties agree, provides for e-notary, security measure and protocols for determining when transmissions sent and/or received

Agreements to Agree

Should be avoided, can be contracts if enough details, specifications exist

3. In what circumstances will an offer be irrevocable?

When it is so agreed by the parties, when offeree commences performance to his determent before offer is revoked

Option contract

a contract under which the offeror cannot revoke the offer for a stipulated period of time

Mailbox Rule

a general rule providing that an acceptance of an offer becomes effective on dispatch via the authorized means of communication as agreed by the parties, where on is stated (express) communication via mail is implied

Acceptance

a voluntary act by the offeree that shows assent or agreement to the terms of an offer; may consist of words and/or conduct

Uniform electronic transaction act

conference of commissioners on uniform state laws and the American law institute) adopted, in part, by at least 48 states - Holds that a signature is not automatically invalid if it has been executed digitally, primary purpose, to remove barriers to e-commerce by giving some legal effect to e-signatures

1. What elements are necessary for an effective offer?

ntention to make offer, definiteness of terms, communication of offer

Common law rule

requires that the terms of the offer accept as proffered by offeree or that no contract would be formed otherwise

As a general rule

the offeror controls the offer and the resulting contract

Revocation

the withdrawal of an offer by offeror. As long as revocation is not limited by agreement, it can be done at any time before acceptance without liability