A proposed state contract law intended to standardize and provide default rules for the licensing of software and other digital information products accessed over the Internet and by other electronic means. UCITA began as a proposed amendment to Article 2B of the U.S. Uniform Commercial Code (UCC), a body of laws written by the National Conference of Commissioners on Uniform State Laws (NCCUSL) with the approval of the American Law Institute (ALI), to make commerce uniform across the 50 states. Finding no consensus among its membership on the scope and wording of the proposed UCC2B amendments, ALI withdrew from the drafting process in 1999, leaving NCCUSL to sponsor the legislation as a stand-alone bill. Congress passed UCITA later in 1999 as a "uniform law" requiring legislative approval in each of the 50 states. It was adopted in Virginia and Maryland but met opposition in other state legislatures.
Supported by the largest vendors of software and electronic information (Microsoft, AOL, Reed Elsevier, LexisNexis, Business Software Alliance, Information Technology Association of America, Software and Information Industry Association, etc.), UCITA was designed to make shrink-wrap and click-on licenses more enforceable; prohibit the transfer of licenses (pass-alongs) from one party to another without vendor permission; give vendors the right to repossess software by disabling it remotely if the vendor finds the customer in violation of the license; allow vendors to disclaim warranties for defective, bug-laden, or virus-infested software; and protect vendors from liability for defective products.
In response to criticisms voiced at hearings held in 2001 and recommendations made by the American Bar Association, NCCUSL approved 38 amendments to UCITA in August 2002, but the law continued to be opposed by Americans for Fair Electronic Commerce Transactions (AFFECT), formerly known as 4CITE, a broad-based coalition of retailers and manufacturers, consumers, financial services institutions, technology professionals, and libraries, and by a large number of state attorneys general, and even by the two leading associations of computing professionals, the ACM and IEEE.
The American Library Association, Association of Research Libraries, American Association of Law Libraries, Special Libraries Association, Medical Library Association, and Art Libraries Society joined AFFECT in actively opposing UCITA, citing its potentially negative impact on the fair use provisions of U.S. copyright law, the freedom to negotiate licensing agreements, and preservation of electronic resources. In September 2003, Library Journal announced that NCCUSL officially abandoned UCITA at its 112th annual meeting in August 2003, but because UCITA was enacted in Virginia and Maryland, contracts can name either state as the law governing a software license, even if the vendor has no presence in the state. Click here to learn more about the ALA position on UCITA.