Cheeseman6e ch17

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Cheeseman6e ch17

  1. 1. Chapter 17: E-Contracts and Licensing © 2007 Prentice Hall, Business Law, 9-1
  2. 2. Uniform Computer Information Transactions Act • A model state law that provides uniform and comprehensive rules for contracts involving: – computer information transactions – software licenses – information licenses © 2007 Prentice Hall, Business Law, 9-2
  3. 3. Uniform Computer Information Transactions Act (continued) • The UCITA covers the following aspects of licensing information rights: – – – – – – – Formation of a contract Authenticating the record Attribution procedure Performance Warranties Breach of license agreements Limitations of remedies © 2007 Prentice Hall, Business Law, 9-3
  4. 4. The Internet • Collection of millions of computers that provide a network of electronic connections. • Originally funded by the Department of Defense. • National Science Foundation continued system to facilitate high-speed communications. © 2007 Prentice Hall, Business Law, 9-4
  5. 5. The World Wide Web • Millions of computers supporting HTTP. • Web sites and pages are stored on servers operated by Internet service providers. • Pages are viewed through web browsers. • Extremely attractive to commercial activities. © 2007 Prentice Hall, Business Law, 9-5
  6. 6. Electronic Mail • E-mail is a widely used application for communication over the Internet. • Electronic writing • Unique identifying address • Allows for instantaneous communication around the world © 2007 Prentice Hall, Business Law, 9-6
  7. 7. Domain Name • Domain name – a unique name that identifies an individual’s or company’s Web site. • Domain names may be registered by filing the appropriate form with the domain name registration service and paying the appropriate fee. © 2007 Prentice Hall, Business Law, 9-7
  8. 8. Anticybersquatting Consumer Protection Act • Aimed at cybersquatters who register Internet domain names of famous companies and people and hold them hostage by demanding ransom payments from the famous company or person. – The name must be famous. – The domain name was registered in bad faith. © 2007 Prentice Hall, Business Law, 9-8
  9. 9. E-Contracts • E-mail is sometimes the method used to negotiate and agree on contract terms and to send and agree to the final contract. • Assuming that all of the elements to establish a contract are present, an email contract is valid and enforceable. © 2007 Prentice Hall, Business Law, 9-9
  10. 10. E-Contracts Writing Requirements • Electronic Signature in Global and National Commerce Act – Electronic contracts meet the writing requirements of the Statute of Frauds. – Electronically signed contracts cannot be denied effect because they are in electronic form and are stored and delivered electronically. © 2007 Prentice Hall, Business Law, 9 - 10
  11. 11. E-Signatures • Electronic Signature in Global and National Commerce Act – Recognizes electronic signatures – Same force and effect as peninscribed signature on paper – Allows for verification of digital signatures © 2007 Prentice Hall, Business Law, 9 - 11
  12. 12. E-Licensing • The Uniform Computer Information Transactions Act (UCITA) governs the creation, performance, and enforcement of computer information transactions. • Some states have adopted UCITA. • Other states are applying state law and equity principals. © 2007 Prentice Hall, Business Law, 9 - 12
  13. 13. Licensing • Intellectual property and information rights are valuable assets of individuals and businesses. • License – a contract that transfers limited rights in intellectual property and informational rights. © 2007 Prentice Hall, Business Law, 9 - 13
  14. 14. Licensing (continued) • Licensor – The owner of intellectual property or informational rights who transfers rights in the property or information to the licensee. • Licensee – The party who is granted limited rights in or access to intellectual property or informational rights owned by the licensor. © 2007 Prentice Hall, Business Law, 9 - 14
  15. 15. Exclusive License • A license that grants the licensee exclusive rights to use informational rights for a specified duration. © 2007 Prentice Hall, Business Law, 9 - 15
  16. 16. Licensing Agreement Licensor Licensor License transfer of rights in intellectual property or information) Licensee © 2007 Prentice Hall, Business Law, 9 - 16
  17. 17. Licensing Agreement (continued) • Detailed and comprehensive written agreement between the licensor and licensee. • It sets forth the express terms of their agreement. © 2007 Prentice Hall, Business Law, 9 - 17
  18. 18. Breach of Licensing Agreements • The parties to a contract for the licensing of information owe a duty to perform the obligations stated in the contract. • If a party fails to perform as required, there is a breach of the contract. © 2007 Prentice Hall, Business Law, 9 - 18
  19. 19. Breach of Licensing Agreements (continued) • Licensee’s refusal of defective tender • Licensee’s revocation of acceptance • Adequate assurance of performance © 2007 Prentice Hall, Business Law, 9 - 19
  20. 20. Remedies • The UCITA provides various remedies that injured parties can obtain against breaching parties. – – – – – Cancellation Licensor’s damages Licensor’s right to cure Licensee’s damages Specific performance © 2007 Prentice Hall, Business Law, 9 - 20
  21. 21. Limitations of Remedies • The UCITA provides that the parties to an agreement may limit the remedies available for breach of the contract. • Limitation of remedies in licenses subject to the UCITA are enforceable unless they are unconscionable. © 2007 Prentice Hall, Business Law, 9 - 21

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