E-Contracts in Canada: Understanding the Legal Framework

Canadian Business Law

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In today’s digital era, the definition of contract has changed with the introduction of
e-commerce websites. A contract is described as a legally binding agreement which is
formed between two or more parties. The contractual parties are bind by its terms which
means that they can hold each other liable if a party did not comply with his/her promise.
With the popularity of e-commerce market which includes buying and selling or products
online through computer networks, the use of e-contracts has increased substantially
among individuals and entities (Duplessis, O’Byrne, King, Adams & Enman, 2016). In order to
form a valid contract, certain element must be fulfilled. Firstly, parties must form an
agreement in which certain terms are mentioned, and the parties must have a ‘meeting of
mind’. The agreement must be complete and certain. Moreover, the contract must be
deliberate which means that both parties must want to form the contractual relationship.
The parties must voluntarily give their permission, and it should be free from coercion and
other serious unfairness. Lastly, the contracting parties must be competent to form a
contractual relationship which means they have the legal capacity. In Canada, Uniform
Electronic Commerce Act (UECA) provides that a contract is not considered as invalid solely
on the fact that it is formed electronically; thus, its nature is valid (ULCC, n.d.). The scope of
e-contract is similar to other contracts because same principles apply. The offer for the
contract can be made electronically, however, electronic advertisements are considered as
an invitation to treat rather than an offer. Moreover, websites which display goods or
services along with their price could be considered as an offer if the wording did not provide
otherwise.
As per UECA, the acceptance can be made electronically. In Rudder v Microsoft
(1999), 2 CPR (4th) 474 case, it was held that acceptance could be given by clicking on the