Clickwrap Clickwrap Carney's complex Category="Computer law"Category="Computing portmanteaus"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.

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 computer screen, requiring that the user manifest his or her assent to the terms of the license agreement by clicking on an icon. n12 The product cannot be obtained or used unless and until the icon is clicked. For example, when a user attempts to obtain Netscape's Communicator or Navigator, a web page appears containing the full text of the Communicator / Navigator license agreement. Plainly visible on the screen is the query, "Do you accept all the terms of the preceding license agreement? If so, click on the Yes button. If you select No, Setup will close." Below this text are three button or icons: one labeled "Back" and used to return to an earlier step of the download preparation; one labeled "No," which if clicked, terminates the download; and one labeled "Yes," which if clicked, allows the download to proceed. Unless the user clicks "Yes," indicating his or her assent to the license agreement, the user cannot obtain the software.

See also