This program is an introduction and exploration of the impact of UCITA on contracting practices. As commercial legislation, UCITA works primarily in the background, establishing a series of default rules that will apply in the absence of an agreement to the contrary. It lies within the power of the contracting parties to shape their transactions largely as they see fit. To do so intelligently, the parties must have a basic familiarity with UCITAs provisions and a sense of the potential for departing from those provisions. This program is of great value in both of these respects. The review of UCITA addresses the following areas: The Uniform Computer Information Transactions Act ("UCITA") is commercial legislation written for transactions in digital information. UCITA is intended to create uniform state law governing software licenses and Internet access contracts, among other things. Patterned in part on existing commercial statutes (notably, Articles 2 and 2A of the Uniform Commercial Code), it departs from these laws substantively because of differences in underlying property rights and the wide range of trade practices that have developed during the relatively brief Age of Information.

Recorded: April 30, 2006

A. Introduction
B. Overview and History
C. The Scope of UCITA
D. Relationship of UCITA to Other Laws
E. Contract Formation Under UCITA
1. Manifesting assent; opportunity to review
2. Forming a contract
3. Battle of the forms
4. Terms of records adopted without authentication
5. Special forms of contracts
6. Attribution
F. Warranties
1. Noninterference and noninfringement
2. Express warranties
3. Warranties with respect to informational content
4. Implied warranty of merchantability
5. Implied warranty of fitness; system integration
6. Waiver or modification of warranties
7. Other warranty provisions
G. Negotiating and Drafting Contracts under UCITA
H. Assessment and Conclusion

Online Media Type:		Audio
State Hours:		CA, NY, IL, FL, TX, AZ, TN

Speakers:

Robert Mitchell Partner, Kirkpatrick Lockhart Preston Gates Ellis LLP. Robert B. Mitchell graduated from the University of North Dakota summa cum laude in 1974 and from Oxford University in 1976. Mr. Mitchell is a Rhodes Scholar. In 1979 he earned his J.D. from Yale Law School, having received the Benjamin N. Cardozo Prize. Mr. Mitchell clerked for the Honorable Myron H. Bright, U.S. Court of Appeals for the Eighth Circuit, before joining Preston, Thorgrimson, Ellis Holman (now Kirkpatrick Lockhart Preston Gates Ellis LLP) in 1980. His practice emphasizes complex commercial and constitutional litigation, including intellectual property, tax, and First Amendment matters. From 1995-99 he participated as an observer in the process of drafting the statute now known as the Uniform Computer Information Transactions Act.