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The scientific article examines established approaches in private law doctrine to understanding the concept of «fulfillment of contractual obligations». The essence of the fulfillment of obligations is revealed, in particular, that it is revealed through those actions that the party commits to achieve the results for which the deed was concluded. It has been proven that active fulfillment of obligations takes place in timeshare contracts, as actions are assumed by both counterparties, the consumer must pay on time, and the timeshare founder must provide access to property suitable for quality recreation during the reserved period. It was found that the fulfillment of obligations under the timeshare agreement: aims to achieve the purpose of the timeshare agreement; is a manifestation of consistent factual and legal actions of the parties to the contract, which, on the one hand, achieve the goal, and on the other hand, provide for the exercise of subjective rights. It is justified that the principle of good faith plays an important role in fulfilling the obligations under the timeshare agreement, which is the appropriate standard of actions of the parties to the agreement, a measure of honesty, openness, and respect for the interests of the counterparty. A timeshare contract will be properly executed if the parties to the contract act in good faith. It was found that good faith is closely related to the principle of obligation of the parties to fulfill their contractual obligations, which definitely limits the freedom of contract. This is also followed in judicial practice. In addition, good faith helps prevent possible abuses of contractual freedom. Fulfillment of obligations under the timeshare agreement must be proper, which is directly related to the will of the parties, as well as the quality of the provided services for accommodation for recreation of the consumer and his family members. In our opinion, the quality of services under timeshare contracts should be one of the essential conditions of the contract, the feature that characterizes its subject. It was revealed that when considering the problem of proper performance of the obligation, scientists also note the principle of real performance, which means the need for the debtor to perform those actions that correspond to the content of the obligation. [ABSTRACT FROM AUTHOR]

There is a rich and diverse literature on contract law and equality, discussing whether contract law should advance social equality and if so how should contract law achieve that. However, this literature has yet to address the State's role in combating social inequality through contract law. Filling this void this Article discusses three strategies the State can and should adopt in promoting social equality, by enforcing contracts, applying contract law doctrines, and regulating and legislating laws as background rules. After mapping these three state powers the Article further explores three test cases: enforcing nonmarital agreements, applying contract defenses in consumer contracts, and enacting the Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act that voids mandatory arbitration agreements in sexual harassment and sexual assault cases. Based on this analysis, the Article concludes that contract law is not purely private, but rather has public aspects; that the State is an important facilitator in promoting equality; and that the State should use its different powers in concert to promote equality. [ABSTRACT FROM AUTHOR]

Outsourcing manufacturing to a contract manufacturer is a growing practice that has gained global prominence since the turn of the century. This business practice is common in pharmaceutical and electronics industries, and has now also become common practice in consumer product supply chains. This practice has many challenges; in most cases it does not achieve its intended objectives, with a number of contract manufacturing companies (CMCs) in South Africa going out of business. Research and the literature on contract manufacturing is predominantly focused on the aspects of contract manufacturing and its role and impact in the supply chain. However, there are very few, if any, scholarly articles on the factors that make CMCs in the consumer products supply chain in South Africa succeed and become sustainable businesses and strategic partners to their brand owner customers. This study aimed to fill this gap by identifying, through empirical research of experts in contract manufacturing, the factors that are critical for contract manufacturers to succeed and to be sustainable businesses that can contribute to the success of their clients. Several critical success factors were identified using a Delphi survey of experts who had experience working with CMCs. [ABSTRACT FROM AUTHOR]

The concept of „automated decision making” (ADM) is currently a key vector reshaping industries in the era of technology-based decision making, and the use of artificial intelligence (AI) in this process is a hot topic worldwide with the adoption of generative AI tools like ChatGPT. ADM enables companies to use technology for tasks that were not long ago the domain of human judgment. AI is essential in financial services, such as credit worthiness assessment, automated investment advice (often called robo-advice) or insurance. The regulation of activities related to ADM is contained in various acts and regulations, including the Sale of Goods Directive 2019/771, the Digital Contracts Directives 2019/770 and the EU General Regulation on Data Protection. However, these directives do not contain special rules for new technologies such as Artificial Intelligence (AI). Although recently, the EU has moved forward with regulations on product liability laws affecting digital products and services, with the EU Data Act, the EU Cyber Resilience Act and the highly publicized EU AI Act - regulations with a transition period of two years for compliance, the speed with which in practice the ADM tools are developed and trained make the legislative efforts slow and incomprehensible. In light of this issue, this article explores the relationship between AI, ADM and discusses whether existing EU consumer law is equipped to deal with situations where AI systems are either used for internal purposes by companies or offered to consumers as the main subject of the contract. The paper will reveal a number of gaps in current EU consumer law and briefly discuss future legislation. This article also reviews the efficiency of key EU consumer law directives for the conclusion of contracts with consumers through the use of AI, with recommendations for clarifications and additions to improve the use of ADM.

Copyright of Collected Papers of the Law Faculty of the University of Rijeka / Zbornik Pravnog Fakulteta Sveučilišta u Rijeci is the property of Pravni fakultet Sveucilista u Rijeci and its content may not be copied or emailed to multiple sites or posted to a listserv without the copyright holder's express written permission. However, users may print, download, or email articles for individual use. This abstract may be abridged. No warranty is given about the accuracy of the copy. Users should refer to the original published version of the material for the full abstract. (Copyright applies to all Abstracts.)

The present study aimed to address aspects of consumer protection in ecommerce contracts according to Jordanian law, given the severe risks involved in the stages of concluding and implementing electronic agreements, and to demonstrate the mechanisms and aspects of protection that ensure a balance between the parties to consumer relations, thus contributing to removing the risk from the consumer and avoiding damages if they occur. The researcher followed the descriptive analytical approach in his study by listing the relevant legal texts and analyzing them. The study concluded with several results, most notably: that the consumer's right to information and insight is achieved through identifying the provider's personality, describing the product or service subject of the contract, and indicating the basic features of the commodity or service. The agreement, and in its absence, the consumer may fall victim to fraud and imitation. Likewise, the consumer's right when concluding the electronic contract, the seller's obligation to deliver the comparable sale, and the consumer's right to withdraw. [ABSTRACT FROM AUTHOR]

There have been at least two dominant forces at work in the realm of consumer contracting over tile past several decades. One has been the rise and domination of the standard form contract (whereby merchants contract with consumers via the use of standardized, boilerplate terms and conditions that consumers do not read or understand). Tile second force has been the rise of e-commerce and the purchase of goods and services via websites and other online platforms, and the use of "wrap" formation methodology (whereby merchants obtain consumer assent to the online terms and conditions via the consumer's informal click, scroll, or browse of the merchant's website through the use of "browsewrap," "clickwrap, and similar mechanisms). Moreover, it is apparent that most retail merchants impose numerous favorable terms in their online terms and conditions, but do not impose any terms on their in-person, or "offline, customers that purchase at their brick-and-mortar locations. Why? This Article utilizes John Suler's Online Disinhibition Effect to potentially explain this behavior. The Online Disinhibition Effect describes the phenomenon that people are less restrained in what they say and do online than when they are in the face-to-face world. We see this in the way people interact on social media-in messaging each other, and even in email. People are emboldened to act in the online context because the Internet lacks the traditional social checks that constrain in-person social interaction. Although Sulerfocused his observations on individuals'social activity online, this Article seeks to use them to partially explain consumers' and merchants' contract activity-that is, their ready and uninhibited willingness to enter into, and impose, online terms and conditions. Looking at Suler's factors such as dissociative anonymity, invisibility, and asynchronicity, the fact that no humans tend to interact or react to one another in the online formotion process generally reduces any opportunity for inhibitions to the terms to be imposed. Given that merchants are even less inhibited in imposing robust and favorable terms in the online context than they are in the obline brick-and-mortar context, courts should give particular care when analyzing the fairness of such terms, whether under principles of unconscionability or otherwise. [ABSTRACT FROM AUTHOR]

Online terms-of-use (TOUs) are the most widely used form contracts in human history. But TOUs are as poorly understood as they are ubiquitous. Their proliferation has fueled a yawning gap between contract law and consumer reality. The notion that users read and understand online TOUs, disproven in academic research, is the subject of pop culture mockery. Yet contract law assumes something very different. Because classic legal doctrines apply to online contracts, consumers routinely find themselves legally bound to contracts they have not--and often could not--read. In this Article, we evaluate the law and linguistics of a critical area of consumer contracting: smartphone-based social platforms. Our interdisciplinary study examines an original dataset of 195 contracts (TOUs, privacy policies, and community guidelines) for seventy-five apps. Our analysis highlights a decoupling of contract doctrine and consumer reality in the smartphone age of online contracting. Our results show that this divergence is fueled by extraordinary volume, complexity, and asymmetries in platform-to-consumer contracts. In addition, our results offer evidence that the decoupling has grown in recent years. [ABSTRACT FROM AUTHOR]

Consumers rarely understand contracts offered by sellers. It does not make sense for consumers to invest in understanding these contracts because they are typically complex, time and attention are limited, and the value at stake is often low. Because consumers don’t understand contracts and information sharing among consumers is costly, sellers can profit by drafting contracts that harm consumers more than they benefit sellers. Sellers who would like to offer efficient contracts face competitive pressures not to do so because consumers who do not understand contracts cannot appreciate the benefits. Ideally, contracts would be simpler and easier to understand, but regulators don’t know the optimal complexity for each contract. Sellers know the value of the contract, but do not internalize the costs of complexity. To the contrary, sellers can benefit from making contracts more complex than necessary to obscure anti-consumer terms. This article proposes a new solution to this famous problem: a tax that sellers would pay to present a contract to consumers, coupled with a subsidy to consumers who comprehend contracts and share information. The tax would be proportionate to the cost consumers would incur if they invested in comprehending the contract. It would be assessed wheneversellers presented a contract, regardless of whether or not consumers signed. We show that this tax and subsidy solution would cause sellers to make their contracts simpler to reduce their own tax burdens. Thus, sellers would internalize the comprehension costs that they can currently impose on consumers. We demonstrate that sellers can be compelled to forego strategic obfuscation if this tax is paired with a subsidy to encourage consumer comprehension and information sharing. This tax and subsidy pairing would penalize inefficient contracts while minimizing the burden on efficient contracts. Inefficient contracts would thereby become financially unsustainable. [ABSTRACT FROM AUTHOR]

The paper summarizes results of a comparison of unfair clause legislation in the Central and Eastern European countries. In the introductory part, the development of the regulation of unfair terms, the sources of inspiration as well as the different approaches in traditional civil law countries are described. Subsequently, the regulations in the Czech Republic, Slovakia, Hungary, Poland, Romania, Slovenia, Serbia and Croatia are compared. The contemporary regulation is based on the minimum standards of the Council Directive 93/13/EEC of 5 April 1993 on Unfair Terms in Consumer Contracts. Nevertheless, the scope of protection varies in its effects in particular states (e.g. scope of applicability, nature and number of prohibited clauses). The increasing importance of public authority in enforcement is evident. In the countries compared, protection against unfair terms is not limited only to consumer contracts, but it applies in different extent to some others as well.

Transparency is a promising means for enhancing democratic values, countering corruption, and reducing power abuse. Nonetheless, the potential of transparency in the domain of consumer contracts is untapped. This Article suggests utilizing the power of transparency to increase consumer access to justice, better distribute technological gains between businesses and consumers, and deter sellers from breaching their consumer contracts while exploiting consumers' inferior position. In doing so, this Article focuses on what we dub "Hidden Contracts." Part I conceptualizes the idea of hidden contracts. It first defines hidden contracts as consumer form contracts that firms unilaterally modify and subsequently remove from the public sphere, despite being binding on consumers. Thereafter, the Article delineates the considerable social costs of hidden contracts. Given these social costs, Part II discusses our empirical study of hidden contracts. The results of this study indicate that leading firms that supply goods and services to billions of online consumers worldwide routinely employ hidden contracts to the detriment of consumers and society. Against this background, Part III proposes introducing a novel contract transparency duty. It further explains how to design this duty to counter firms' incentive to employ hidden contracts. Next, Part IV tackles key objections to our proposal. Concluding remarks follow. [ABSTRACT FROM AUTHOR]

This paper is concerned with the risk management practices of an electricity retailer motivated by the Dutch electricity market. We examine the effectiveness of the existing base- and peak-load futures contracts as a risk management tool for the electricity retailers. We analytically characterize the retailer's optimal hedging policy as a function of the serial correlation of the prices and the demand profiles of its customers. We find that the retailer typically over-hedges in the futures market, and the over-hedging amount increases when both base- and peak-load contracts are used. Our findings indicate that although the existing contracts in the futures market are quite efficient to replicate the exposure from profiled customers, when industrial consumers and renewable generation are included to the retailer's portfolio, the effectiveness of such contracts decreases substantially. In our motivating example, hedging the risk of the profiled customers with base-load contracts, the firm may reduce the variance of its cash flows by 85.9%. In addition to the base-load contracts, including peak-load contracts into the hedging portfolio of the retailer increases the efficiency of hedging to 89.3%. However, when we consider the aggregate portfolio of the retailer including profiled customers, industrial consumers and renewable contracts, the efficiency of hedging through the existing futures contracts goes down as low as 32.8% during certain periods. [ABSTRACT FROM AUTHOR]

Copyright of Cuestiones Políticas is the property of Revista Cuestiones Politicas and its content may not be copied or emailed to multiple sites or posted to a listserv without the copyright holder's express written permission. However, users may print, download, or email articles for individual use. This abstract may be abridged. No warranty is given about the accuracy of the copy. Users should refer to the original published version of the material for the full abstract. (Copyright applies to all Abstracts.)

Regulators often impose rules that constrain the behavior of market participants. We study the design of regulatory policy in an insurance market as a delegation problem. A regulator restricts the menus of contracts an informed firm is permitted to offer, the firm offers a permitted menu to each consumer, and consumers choose contracts from offered menus. If consumer types and firm signals are ordered in a way that reflects coverage need, the regulator can leverage the firm's information by forcing the firm to offer specified additional options on each menu. Several extensions illustrate the practical application of our results. (JEL D21, D43, D82, D86, G22, G28, L51) [ABSTRACT FROM AUTHOR]

Artificial Intelligence, Neuroscience and Emotional Data. What Role for Private Autonomy in the Digital Market?: Within the context of mass production, consumers represent a vulnerable category since they are the weaker contracting party due to the existing information asymmetry between companies and customers. Moreover, consumers suffer from new forms of vulnerability due to the combination of new technological phenomena – such as Artificial Intelligence (AI) and Big Data – and the latest findings in neuroscience, which allows businesses to have a monopoly on the newly acquired knowledge on consumers' purchase decision-making. This article aims at analysing the new technological trends in digital marketing that show the increasing role of 'AI emotional marketing' as a tool to access the inner and unconscious layers of consumers' mind to redirect their economic choices. In this respect, the article will focus on the legal notion of 'autonomy' within the EU legislation on consumer protection and contract law, in order to investigate whether the current legal framework is well equipped to counteract the new form of algorithmic manipulation in the digital market. [ABSTRACT FROM AUTHOR]

In liberalized markets, consumers can choose their electricity suppliers or be part of an energy community. The problem with communities is that they may not have enough weight to trade in markets, which can be overcome by forming coalitions. Electricity is traded in spot markets or through bilateral contracts involving consumers and suppliers. This paper is devoted to bilateral contracting, modeled as a negotiation process involving an iterative exchange of offers and counter-offers. It focuses on coalitions of energy communities. Specifically, it presents team and single-agent negotiation models, where each consumer has strategies, tactics, and decision models. Coalition agents are equipped with intra-team strategies and decision protocols. It also describes a study of bilateral contracts involving a seller agent and a coalition of energy communities. By allying into a coalition, members of energy communities reduced their average costs for electricity by between 2% (large consumers) and 64% (small consumers) according to their consumption. Their levelized cost reduction was 19%. The results demonstrate the power of coalitions when negotiating bilateral contracts and the benefit of a low-consumption members alliance with larger players. [ABSTRACT FROM AUTHOR]

What one scholar coined a "quiet revolution" in consumer contracts has been a half century in the making. And the revolution extends well beyond consumer contracts. Legislatures and regulators passed over seven hundred plain language laws infusing plain language into consumer contracts, notices, disclosures, government reports, court forms, election ballots, and more. They did so with one goal in mind: make legal documents more understandable. This shared goal crosses doctrines and pierces the traditional private law-public law divide. Yet, despite sharing a goal, lawmakers differ dramatically on how to achieve it. The result is a bizarre patchwork of constitutions, statutes, and regulations with massive variations. By examining these variations, this Article takes on the previously overlooked normative implications of plain language law design. Lawmakers must decide which documents to cover, what standard to apply, and what enforcement and penalties to allow, which necessarily involves classic policy-infused decisions like choosing between the free market or regulation, allocating burdens and costs, and line drawing. As a result, this Article contends that the traditional view that document design is a lawyer skillset reducible to convenient lists of "best practices" is wrong. Lawmakers have replaced lawyer discretion. Their involvement, and the scale and complexity of their design choices, have converted plain language into a legal doctrine driven by quintessential public policies. More, the complexity of plain language laws extends beyond how to design the laws to the more fundamental question of who designs them. The complex patchwork of codified laws from legislatures and regulators sits alongside expansive common law plain language requirements unilaterally injected by courts. Predictably, with so many decisions made by different decisionmakers, discrepancies pervade the national landscape. Such discrepancies create separations of powers tension and inefficiencies as drafters struggle to find and comply with the many different requirements from different lawmakers. This Article argues for an expansion of plain language common law, because courts are best equipped to create such a standard. It turns out plain language laws are anything but plain. [ABSTRACT FROM AUTHOR]

Millions of consumers are routinely subject to non-transparent consumer contracts that undermine fundamental contract law notions. Such contracts leave consumers uninformed and disempowered, encourage unethical behavior, and undercut the ability of legal and extralegal forces to discipline firms. This Article develops a new holistic framework for understanding these opaque consumer contracts. To conceptualize the various non-transparent ways in which firms use consumer contracts, the Article develops the notion of "Dark Contracts." Part I of this Article explains what Dark Contracts are. It delineates how firms design and employ non-transparent tools at almost every possible contractual juncture. Part II places the problem of Dark Contracts in a wider context, arguing that the sum of these non-transparent components is greater than its parts. Dark Contracts not only create pockets of non-transparency, but also produce an in terrorem effect. Dark Contracts harm consumers and emasculate the ability of institutional actors to scrutinize firms' use of power. Such Contracts also interfere with the market's ability to offer effective reputational systems that discipline firms and facilitate unethical behavior. Part III calls for introducing transparencyrelated concepts to the law of consumer contracts. It explains the potential and limitations of utilizing transparency principles in policing consumer contracts. It further argues that policymakers should design such principles to (1) better scrutinize firms' practices; (2) empower consumers to make better-informed decisions; and (3) ensure that firms' unethical contractual behavior is not the norm. [ABSTRACT FROM AUTHOR]

Biometric data is increasingly exploited by the private sector as companies offer convenience in exchange for consumers’ immutable identifiers. The contracts governing similar exchanges of consumer data are frequently unread by consumers and do not represent a meaningful opportunity for consumers to bargain for or understand their terms. Yet, this exchange of data for convenience via adhesion contract has been blessed by the courts, and courts are generally skeptical of statutorily defined privacy harms. Despite widely felt need, Congress has not enacted a comprehensive solution for biometric privacy. Some states sought to alter this dynamic to protect consumers and their biometric data, including Illinois via the Biometric Information Privacy Act (BIPA). BIPA jurisprudence shows biometric privacy presents fundamentally different policy considerations than other privacy harms. BIPA allows plaintiffs to easily get— and stay—in court and extract large class action settlements in lieu of the aggregated statutory damages BIPA offers. This Note argues that BIPA’s remedial utility—unique amongst privacy laws—could apply pressure to Big Tech to change how they form legal relationships with consumers. Plaintiffs should leverage BIPA’s requirement for informed consent to advance arguments—such as unenforceability—challenging the adhesion contracting regime for biometric consumer data, forcing Big Tech to make meaningful concessions in the promulgation of its replacement. Clear contracting language offers a timely solution to the pressing problem of widespread biometric data aggregation without denying us the benefit of responsible biometric innovation. [ABSTRACT FROM AUTHOR]

U.S. companies are increasingly drafting consumer contracts that are complex and unreadable, thus making it difficult for many Americans to comprehend terms of use that apply to goods and services. Many U.S. companies are creating terms of use that are, in effect, rights-foreclosure schemes. Many consumer agreements cap damages at a nominal amount, disclaim all warranties, limit remedies, and impose mandatory arbitration clauses and class action waivers. U.S. courts enforce these unfair mass-market contracts with few exceptions. My proposal for a New Deal for Consumer Contracts, as described in this Article, would impose a more exacting readability standard, enforcing agreements only if they were drafted at a reading level of the eighth grade or below in order to protect consumers against inadvertently agreeing to unfair standard contract terms such as unfair choice of law and forum clauses, limits on recovery, predispute arbitration, and disclaimers of all significant remedies. The New Deal for Consumer Contracts would invalidate unfair and deceptive consumer clauses--a reform that would synchronize U.S. consumer law with the mandatory consumer laws of the twenty-seven countries of the European Union. [ABSTRACT FROM AUTHOR]

The Faculty of Law at UM presented a new postgraduate program in Contract Law aimed at lawyers and legal practitioners. The program seeks to deepen knowledge in business contracts and includes specific modules on consumer contracts, international contracts, and contract drafting. In addition, a seminar was held on the Argentine case of Lucio Dupuy, in which the presumption of innocence and the gender perspective in the sentence were discussed. The speaker highlighted the importance of analyzing the responsibility for commission by omission, the crime of homicide due to hatred towards the male gender, and the gender perspective in the case. [Extracted from the article]

What is wrong with commercial surrogacy that justifies its prohibition? This article explores how the commodification argument has been used in the philosophical literature to substantiate the moral and legal condemnation of commercial surrogacy. I discuss three arguments available in the literature: (i) the incommensurability argument, (ii) the alienation argument, and (iii) the negative effects argument. I introduce a fourth argument: (iv) the consumer contract argument. I argue that while (i), (ii), and (iii) cannot offer strong moral reasons to justify the moral inadmissibility of commercial surrogacy, (iv) can. The consumer contract argument holds that the asymmetric distribution between rights and obligations that justifies the consumer contract model results in the intended parents and the surrogacy agencies (if any) unfairly benefiting at the expense of surrogates. I argue that (iv) provides reasons in favor of state intervention, but not in favor of a ban on commercial surrogacy. [ABSTRACT FROM AUTHOR]

Copyright of Collected Papers of the Law Faculty of the University of Rijeka / Zbornik Pravnog Fakulteta Sveučilišta u Rijeci is the property of Pravni fakultet Sveucilista u Rijeci and its content may not be copied or emailed to multiple sites or posted to a listserv without the copyright holder's express written permission. However, users may print, download, or email articles for individual use. This abstract may be abridged. No warranty is given about the accuracy of the copy. Users should refer to the original published version of the material for the full abstract. (Copyright applies to all Abstracts.)

The article focuses on mandatory predispute arbitration agreements that have become widespread in the fine print of employment and consumer contracts. Topics include considered forced arbitration agreements require individuals to pursue their claims in arbitration, which lacks transparency removes the full weight of a court's precedential guidance, and eliminates an individual right to a jury trial.

Copyright of Revista Chilena de Derecho y Ciencia Política is the property of Revista Chilena de Derecho y Ciencia Política and its content may not be copied or emailed to multiple sites or posted to a listserv without the copyright holder's express written permission. However, users may print, download, or email articles for individual use. This abstract may be abridged. No warranty is given about the accuracy of the copy. Users should refer to the original published version of the material for the full abstract. (Copyright applies to all Abstracts.)

In production economies with incomplete markets, shareholders disagree about the objective of the firm. We show that a weak financial intermediary, who is unable to complete markets, can offer just enough spanning to resolve this disagreement. The intermediary is limited to offering one customized contract per consumer. Knowledge of demand functions is sufficient for offering the right contracts. Once agreement among shareholders is reached, productive efficiency is restored, which in turn permits a Pareto efficient market outcome. This result shows that the first welfare theorem does not depend on complete spanning, but merely on institutions that provide the right span. However, this cannot be said about the second welfare theorem: For some wealth distributions, equilibria with transfers fail to exist due to nonconvexities caused by market incompleteness. [ABSTRACT FROM AUTHOR]

Most individuals strive to satisfy every obligation laid out in standard form contracts such as mortgages, insurance plans, or credit agreements. Sophisticated parties, however, adapt and modify their obligations during contract performance by negotiating for lenient treatment and taking advantage of unclear terms. The common law explicitly authorizes variance from standardized contract terms during performance. When the same standard terms create value for sophisticated individuals and destroy value for others, the result is contractual inequality. Contractual inequality has grown without scrutiny by courts or scholars, enabling regressive redistribution of resources and creating economic inefficiency by sowing distrust in markets for consumer contracts. To document the magnitude of contractual inequality, this Article provides novel empirical evidence from a case study of residential mortgage contracts. Data from a large nationwide sample show that many mortgage servicers choose not to utilize their power to foreclose on a borrower in default, with more than one-third of nonpaying borrowers avoiding foreclosure. Servicers disproportionately foreclose on borrowers in poor neighborhoods, regressively redistributing over $500 million in wealth to high-income communities each year. Moreover, servicers’ unfettered freedom to choose who undergoes foreclosure may have reduced the value of mortgages to consumers, increasing market inefficiency. Courts and regulators need not turn a blind eye to contractual inequality, allowing private market forces to determine the exercise of contract rights. This Article argues that lawmakers should gather information about inequalities in contract performance and disseminate such data to private and public enforcement authorities. By bringing these inequalities to light, lawmakers can take a first step toward more efficient contract markets and a more equal society. [ABSTRACT FROM AUTHOR]

This Article empirically examines whether a computational language model can read and understand consumer contracts. In recent years, language models have heralded a paradigm shift in artificial intelligence, characterized by unprecedented machine capabilities and new societal risks. These models, which are trained on immense quantities of data to predict the next word in a sequence, can perform a wide range of complex tasks. In the legal domain, language models can interpret statutes, draft transactional documents, and, as this Article will explore, inform consumers of their contractual rights and obligations. To showcase the opportunities and challenges of using language models to read consumer contracts, this Article studies the performance of GPT-3, the world's first commercial language model. The case study evaluates the model's ability to understand consumer contracts by testing its performance on a novel dataset comprised of questions relating to online terms of service. Although the results are not definitive, they offer several important insights. First, the model appears to be able to exploit subtle informational cues when answering questions about consumer contracts. Second, the model performs poorly in answering certain questions about contractual provisions that favor the rights and interests of consumers, suggesting that the model may contain an anti-consumer bias. Third, the model is brittle in unexpected ways. Performance in the case study was highly sensitive to the wording of questions, but surprisingly indifferent to variations in contractual language. These preliminary findings suggest that while language models have the potential to empower consumers, they also have the potential to provide misleading advice and entrench harmful biases. Leveraging the benefits of language models in performing legal tasks, such as reading consumer contracts, and confronting the associated challenges requires a combination of thoughtful engineering and governance. Before language models are deployed in the legal domain, policymakers should explore technical and institutional safeguards to ensure that language models are used responsibly and align with broader social values. [ABSTRACT FROM AUTHOR]

The purpose of this paper is to analyse the foundations of Roman law that have crystallized around different legal principles that currently shape the legal-substantive regime of distance contracting with consumers in the framework of the EU. In particular, we will deal with the principles that govern contracts from their genesis and subsequent development, such as: a) good faith as an inspiring principle of perfection (art. 1.258 and 1.262 of the Civil Code) intended to inform the contract (art. 97 and 98 of the Revised Text of the General Law for the Defence of Consumers and Users, hereinafter, TRLGDCU); b) and the right of withdrawal as an exception to pacta sunt servanda or fulfilment of what has been agreed (art. 102 TRLGDCU). [ABSTRACT FROM AUTHOR]

While the Member States of the European Union have similar legal systems, they also have many specific procedural differences. This is the reason why the Council Directive 93/13/EEC on unfair terms in consumer contracts states the general provisions, mostly of substantive law nature, and offers the essential criteria to determine if a contractual term is unfair. It becomes the Member State's duty to transpose the Directive into the national legal framework and to regulate adequate and effective specific means to prevent the continued use of unfair terms in contracts concluded with consumers by sellers or suppliers. Romanian authorities didn't provide a minimum harmonization of the national law with the principles of the Council Directive 93/13/EEC by regulating accurate legal provisions to ensure that there are effective remedies in the light of article 7 of the Directive, by adapting the guidelines of the directive to the national legal framework and by amending the national rules that didn't comply with the principles of the Directive, they just took over the text of the Directive, with minor additions, and the list of the terms which may be regarded as unfair. Having at their disposal only the general criteria offered by the Directive, Romanian courts encountered many issues in the course of proceedings that determined some of them to turn to the Court of Justice of the European Union case law, while other courts made use of the preliminary ruling procedure found in article 267 of the Treaty on the Functioning of the European Union to unify their practice. Identifying the problem is the first step in solving it. This study analyzes the difficulties that the national courts stumbled upon in applying European Union Law in the matter under discussion and the various ways they found to overcome them. The study can be a very useful instrument both for Romanian and Member States practitioners. [ABSTRACT FROM AUTHOR]

Copyright of Revista Digital de Derecho Administrativo is the property of Universidad Externado de Colombia and its content may not be copied or emailed to multiple sites or posted to a listserv without the copyright holder's express written permission. However, users may print, download, or email articles for individual use. This abstract may be abridged. No warranty is given about the accuracy of the copy. Users should refer to the original published version of the material for the full abstract. (Copyright applies to all Abstracts.)

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Why are some contractual terms revised continuously while others are stubbornly fixed? We offer an account of both change and stickiness in standard-form contracts. We hypothesize that drafters (sellers) are more likely to revise their standard terms when they have an opportunity to learn about the terms' costs from experience. Consider a warranty. Offering a warranty in an initial period will expose sellers to claims about malfunction by purchasers, allowing sellers to learn whether it is desirable to offer it going forward. When drafters are unable to learn in this manner, either because they fail to experiment or because the term in question is one where there is no increased opportunity to learn from experience, such terms will be revised relatively less frequently. While learning and change occur through various channels, we posit that, all else equal, terms that carry an opportunity to learn from experience will be revised more frequently, whereas terms or term modalities that do not will contribute to stickiness and stagnation. Our results support this hypothesis. Using a large sample of changes in business and consumer standard-form contracts over a period of seven years, we find that sellers are more likely to revise terms that offer an opportunity to learn from experience than those that do not. These findings are further illustrated and supported by interviews with in-house counsel. The results suggest that standard-form contract terms evolve over time as sellers learn experientially about their costs and risks. Our analysis offers new accounts for the use of boilerplate, stickiness, and change and has normative implications for the optimal design of default rules and product features (JEL codes: K12). [ABSTRACT FROM AUTHOR]

In this Article, I propose a new standard for determining what constitutes assent, as a matter of contract formation, within the domain of electronic consumer contracting. The threshold test should reject the “take-it-or-leave-it” arrangement dominant in the marketplace and reified by recent proposals before the American Law Institute (“ALI”) under the moniker “blanket assent.” The new standard should reject blanket assent in favor of a default rule that would require any electronic form proposing contract terms to permit at least a minimal amount of negotiation around terms seeking waiver of rights from consumers. I propose this rule as a more acceptable behavioral proxy in determining whether the manifestation of the mutual assent standard applicable to all contracts performed by competent contracting parties is met. Requiring negotiation and negotiability from electronic forms will go further than the current “click-through” baseline to cure the current problem of consumer incapacity widely recognized (though not widely named) in the consumer marketplace. It is that disturbingly debased status that defines the plight of the consumer in the modern consumer contracting domain (a point I make in a related, earlier piece). This Article argues that technology has advanced to such an extent that the absence of greater negotiability can no longer be defended with regard to electronic forms. As an example of this technology, I use the life of a wager from the online sports gaming business to make this point. Given what this gaming technology demonstrates, we are now able to see how technology may facilitate ever greater consumer interface around pricing, risk-taking, risk-prediction, and active choice in relation to qualitative events, features, and outcomes online. Using this technology, in conjunction with contract law and tort law norms, this Article argues that a recent decision by the Massachusetts Supreme Judicial Court analyzing Uber’s electronic form should demand more from sellers than the “click-through” option the court appears to set, as a baseline, for accomplishing assent with regard to electronic consumer contracting formation. [ABSTRACT FROM AUTHOR]

When lawmakers enacted 776 plain language laws across the United States, no one noticed. Apart from a handful, these laws went untracked and unstudied. Without study, large questions remain about these laws’ effects and utility, and about how they inform the adoption or rejection of plain language. This Article creates a conceptual framework for plain language laws to set the stage for future empirical research and normative discussions on the value of plain language. It unveils the first nationwide empirical survey of plain language laws to reveal their locations, coverages, and standards. In doing so, the Article creates a systematic method to find these laws. Then it coins a taxonomy of categories and terminology to describe their coverage and standards, thus creating a timely launchpad for future scholarship on domestic and international plain language laws. Along the way, the Article exposes the previously unknown scope of these laws—from election ballots and insurance contracts, to veterans housing and consumer contracts, to regulatory drafting and governor reports. That scope underscores the pervasive influence of plain language across public and private sectors, and over lawyers and non-lawyers alike. Moreover, the survey reveals significant intrastate and interstate variations and trends in coverages and standards. With this [ABSTRACT FROM AUTHOR]

This article assesses the permissibility of interference in private autonomy under the good faith principle when payment service providers unilaterally terminate contracts with consumers. The protection of the interests of such consumers is impeded by the formal application of legal rules and contractual terms, which ultimately contradicts public interests, including combating money laundering and terrorism financing. To overcome this conflict, the article proposes a doctrinal approach according to which the bank's right to withdraw from the contract unilaterally should be limited by the systemic and teleological interpretation of regulating rules in combination with the general civil principle of good faith, which, by analogy with the original source of the problem, is called a good faith based approach. One of the general frameworks for implementing this approach is respect for freedom of contract, which is limited by the non-discussion presumption, modern civil law practice, and legal regulation of a consumer's interests. According to research based on EU and Latvian law, legal doctrine, and case law, there are also valid reasons to intervene in private autonomy that should be recognized as legally acceptable for restoring justice and contractual equality in favor of consumers. [ABSTRACT FROM AUTHOR]

When firms contracting with consumers make mistakes, people get hurt. Inaccurate billing, misapplied payments, and similar problems push lucky consumers into Kafkaesque customer service queues--and unlucky ones off the financial cliff. Despite significant regulatory interventions, firms contracting with consumers continue to struggle to accurately bill customers, update accounts, and process payments. Firms largely rely on technology, especially databases and software, to discharge these servicing obligations. This technology must accommodate firms' innovations in their contracts, shifting governmental regulations, and consumers' unpredictable behavior. Given the complexity of servicing, even when firms invest significantly in technology, it will inevitably produce mistakes. When firms skimp on their servicing technology, errors that harm consumers become even more likely. And even if it were possible to build perfect servicing technology, the costs that firms would pass on to consumers may outweigh the benefits. The challenge, then, is how to reduce customer harm, accepting that perfect servicing is neither possible nor desirable. This Article argues that structural improvements to consumer contracts can make them more resilient to errors. Far from being new, these structural improvements have long been recognized in contract theory. But the resulting theoretical insights have not been applied to modern consumer financial contracts. Specifically, modularity and formalities improve resilience by mitigating the complexity of servicing, regulation, and consumer behavior. While mitigating complexity may reduce errors ex ante, the bigger payoff is in simplifying customer redress if and when errors occur. Intervening in the structure of consumer financial contracts is an underappreciated tool for achieving substantive consumer protection. [ABSTRACT FROM AUTHOR]

This study aims to develop the concept of consumer contracts from the philosophical perspective of Pancasila in Indonesia to achieve the legal objectives of legal certainty, justice, and legal benefits. The research is formulated to question how to conceptualize consumer contracts from the philosophical perspective of Pancasila. By using doctrinal research, this study concludes that consumer contracts in Indonesia do not meet the values of Pancasila. Therefore, the article attempts to conceptualize the consumer contract by offering communal principles to realize mutual benefits between the parties in a consumer contract without ignoring the special characteristics of the nation that existed before the independence of the Republic of Indonesia

Current approaches to consumer standard form contracts generally assume that aggrieved consumers can adequately detect and challenge exploitative terms and that vigilant courts can effectively scrutinize them. Some even believe that market forces and reputational constraints can deter firms from incorporating exploitative terms into their form contracts or dissuade them from actually relying on such terms. Criticizing these assumptions, this Article calls for a conceptual shift toward the problem of exploitative consumer contracts. This Article suggests supplementing the current means of addressing exploitation in consumer contracts with a dynamic preventive model of administrative oversight. Specifically, this Article proposes a professional system of public supervision over the content of consumer form contracts. This Article demonstrates how such a mechanism, if shrewdly designed, can cost-effectively tackle the widespread use of unfair, unconscionable, or legally invalid terms. Although not a panacea, the proposed regulatory regime has the promise of shifting the main burden of tackling exploitative boilerplate from the currently feeble and ineffective system of private enforcement to a sophisticated and robust scheme of administrative scrutiny. [ABSTRACT FROM AUTHOR]

The inclusion of welfarist ideology in the consumers' trade derived from the ideal of paternalism is a paradigm change from the doctrine of freedom of contract. Regulatory and legislative steps must be taken to support and attract consumers to the industry. Judicial and legislative actions must be taken to correct the market flaws that create consumers' vulnerability while trading in the global market. As one of ASEAN members' founders, Malaysia is moving towards people-centered economic endeavours to balance both industry and consumer interests through exclusion clauses to prevent unfair practices in consumer contracts. Legal intervention is one of the ways to curbing the issues that arise from exclusion clauses. Before 2010, the non-existence of a specific regulatory framework to limit exclusion clauses usage in contracts involving consumers further increases consumers' vulnerability. Traditional judicial approaches in the battle against coercion and unethical behaviour of traders before 2010 did not engross consumer rights and interests. This sign is, in fact, the modern age of customer contracts, the enforcement of unfair terms. This article used the content analysis technique and analysed the evolution of legislative interference and judicial approaches in interpreting exclusion clauses in contracts involving consumers in Malaysia and Singapore. [ABSTRACT FROM AUTHOR]

The supranational economic paradigm considers the weak user a tool for the realization of the market: through his choices (contracts) he rewards companies that contribute to offering products at the best quality-price ratio, thus playing a central and propulsive role in the European common market. To do this, however, he needs correct information and conduct that today we try to guarantee through the integrated regulation, always of European derivation, relating to information obligations in contracts with consumers, that on misleading and comparative advertising, and especially that which governs the phenomenon of unfair commercial practices. The fight against the latter becomes indispensable for the purpose of creating the internal market. Yet, to date there is still no regulation concerning the fact that conflicts with these practices are carried out online. The numerous cases brought to the attention of the antitrust authorities in recent years require to analyze these practices, even when these are subtly perpetrated online. It is necessary to investigate whether the discipline, including the more recent European one, is able to respond to the new way of being of the markets and whether the current binary system of public and private enforcement is suitable to deal with the fight against these practices that are harmful to both the consumer and the internal market. [ABSTRACT FROM AUTHOR]