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For the most part, this paper will address consumer contracts for
intangible goods made by means of the World Wide Web.
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Consumers
(parties conducting transactions outside the course of business) are most
likely to be confused and unaware of the developing norms, conventions, and
laws in electronic commerce. Technically speaking, intangible goods (e.g.,
software, video, music, and other digital information content)
could be
equally classified as digitised services, and English contract law does draw
distinctions between goods and services.
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However, in order to avoid these
legal niceties, more generally applicable principles for transacting and con-
tracting online will be discussed.
The first section of the paper discusses the principles of semiotics, and
how the use of particular signs, symbols, or actions in a particular context can
create moral, social and legal obligations. This section will concentrate
principally on the philosophies of John Searle and J. R. Austin. The next
section examines the English law requirements for contract formation,
specifically the phenomena of offer and acceptance, as well as consideration,
the intent to create legal relations, and the presentation of contractual terms.
As previously mentioned law and semiotics are intimately related, and later
the paper brings them together to create a semiotic model for the ‘traditional’
contract. This model suggests what principles should be observed and what
elements should be present during the formation of an online contract. Finally,
using the model, we make recommendations and compares them to the
purchasing process found on the Web site of an online retailer of intangible
goods.
Signs and Negotiation of Obligations
Semiotics is “the process of analyzing signs and how they function.”
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In
the past, research in the information systems field, including Stamper (1987),
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Backhouse (1991),
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Dhillon(1996),
9
and Backhouse(1996)¹
0
have applied
semiotics attempting to highlight the role of meaning and culture in commu-
nication as traditional work environments move toward the use of information