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Clickwrap

A clickwrap agreement (also known as a clickthrough agreement or clickwrap license) is a common type of software license found on the Internet. A clickwrap agreement legally similar to shrink wrap contract.

The content and form of every clickwrap agreement will vary widely. In general, a clickwrap typically requires an end user to manifest his or her assent by clicking an ok button on a dialog box or pop-up window. A user manifests rejection by clicking cancel or leaving. Upon rejection, the user does not accept the product or service. Like the shrink wrap contract, a user must either accept or reject. The terms of service or license do not necessarily have to appear on the same webpage, but it must be accessible before acceptance.

=Cases=

Few cases have considered the validity of clickwrap licenses. However, in the cases that have challenged their validity, the terms of the contract have ultimately been upheld.

  • In re RealNetworks, Inc. Privacy Litigation , 2000 U.S. Dist. LEXIS 6584 (D. Ill., 2000) (upholding an arbitration clause)
  • Hotmail Corp. v. Van$ Money Pie , 1998 U.S. Dist. LEXIS 10729 (D. Cal., 1998) (summary judgment for breach of contract for violating the terms of service for, inter alia, using a Hotmail account for purposes of sending spam and/or pornography)
  • I. Lan Sys. v. Netscout Serv. Level Corp. , 183 F. Supp. 2d 328, 336 (D. Mass., 2002) (upholding a clickwrap agreement on two grounds: first, clickwrap is simply Money now, terms later contract formation; second, the court found that the additional terms of the clickwrap license was not material under Uniform_Commercial_Code (§207(2)(b)).
  • It should be noted however that even though courts have ruled some clickwrap licenses to be enforceable contracts, it does not follow that every term of every clickwrap license is enforceable. Clickwrap licenses must still meet the criteria for enforceability of a unilateral form contract.

    ==Cases in detail==

    In Register.com, Inc. v. Verio, Inc. , 356 F.3d 393 (2d. Cir., 2004), the described the key to a clickwrap agreement was that acceptance or rejection must occur before being given access. Essentially, under a clickwrap arrangement, potential licensees are presented with the proposed license terms and forced to expressly and unambiguously manifest either assent or rejection prior to being given access to the product The court held that the click-wrap dynamic did not exist where users were presented with the license simultaneously with the end product.

    An earlier case, Specht v. Netscape Communs. Corp. , 150 F. Supp. 2d 585 (D.N.Y., 2001), gave perhaps the most clear definition of a clickwrap license. A click-wrap license presents the user with a message on his or her .

    =See also=

  • Shrink wrap contract
  • Software license