Conclusion of Contracts through Electronic Agents in Iranian Law and International Instruments

Abstract

The increasing use of electronic contracts concluded through electronic agents creates new needs for legal subjects to which the law must provide adequate responses. The issue of electronic agency within the framework of electronic contracts is a relatively novel legal discussion and constitutes a universal matter in the field of commerce. In contracts concluded in the real world by agents on behalf of the contracting parties, the question of agents’ liability is relatively clear in most legal systems due to the defined nature of their legal personality and the legal relationship they maintain with the principal. However, in electronic contracts, both the nature of electronic agents and the legal nature of their relationship with the contracting parties face considerable controversy among jurists, owing to the absence of explicit legal provisions or the ambiguity and insufficiency of existing regulations. Consequently, the validity of contracts concluded through such mechanisms, as well as the liability of electronic agents, remains uncertain. Accordingly, this study, conducted through a descriptive-analytical method and relying on library sources, seeks to examine international instruments and compare them with domestic law in order to clarify the validity of such transactions and the liability of electronic agents. The findings indicate that although domestic legislation does not sufficiently address this matter, by reference to international instruments and the necessity of consumer protection, it must be recognized that electronic contracts concluded through electronic agency are valid. On this basis, there is no need for human confirmation of all actions performed by electronic agents.