Int'L Issues and Discrimination

After more than 10 years of proposals, revisions, and re-revisions, the National Conference of Commissioners on Uniform State Laws (NCCUSL) at long last voted to adopt the Uniform Computer Information Transactions Act (UCITA) on July 29. Like its better known cousin, the Uniform Commercial Code (UCC), this Act is intended to promote uniformity in the area of computer information transactions.

"What are computer information transactions" you ask? Under the language of the model act, they would include any "commercial agreements to create, modify, transfer or distribute computer software, multimedia interactive products, computer data and databases [and] Internet and online information." Members of the NCCUSL have been concerned about the lack of clear, consistent rules governing such transactions in this rapidly expanding part of our national economy (which now accounts for more than a third of the nation's economic growth). Contracts for computer information may be valid in one state while not in others, or terms within such contracts may or may not be enforced, thus creating uncertainty and risk which both sides to such contracts would prefer to avoid.

Five basic themes underlie many of the provisions of the UCITA. They are the following:

•Computer information transactions involve licenses, not sales.

•Small companies play a more significant role in the computer information industry than many other industries.

•Computer information transactions implicate fundamental free speech issues.

•Freedom to contract and practical commercial context of the transactions are important.

•The law should facilitate continued expansion of e-commerce and be technologically neutral.

Like the UCC, the UCITA will remain as a model act until it has been presented to each state's legislature and until it is adopted as part of the state's statutory law. That could be its biggest hurdle yet. Several well-funded information industry groups remain opposed to some of the terms...