NEW FACTOR – DIGITAL CONTRACTS

In the context of digital transformation, electronic transactions and digital contracts are becoming the dominant mode in commercial activities; however, the current legal framework, particularly the Civil Code, has yet to keep pace with core elements such as the time of contract formation, authentication mechanisms, and the evidentiary value of electronic data.

An emerging factor that should be recognized is “digital behavioral data” – including system logs, IP addresses, timestamps, multi-factor authentication, and user interaction behavior on platforms.

This is not merely a technical tool but can also serve as a legal basis for determining the intent to contract, the moment a contract is formed, and the integrity of transactional content.

In practice, within the digital environment, identifying the “time of contract formation” is no longer solely based on traditional principles of offer and acceptance, but must also consider the moment the system records a valid acceptance, potentially accompanied by electronic authentication.

However, in the absence of unified regulations, risks arise from potential disputes over the authenticity of the signing party or situations where one party denies the transaction due to insufficient evidentiary mechanisms.

Meanwhile, laws on electronic transactions and information security have initially recognized the legal value of digital signatures and electronic data, yet there remains a lack of alignment with the foundational provisions of the Civil Code.

Therefore, to mitigate risks, enterprises should proactively establish data storage and authentication systems with traceability, while also incorporating contractual clauses that clearly define confirmation mechanisms, effective timing, and the evidentiary value of electronic data.

This will form a critical foundation to ensure the validity and enforceability of digital contracts within a still-evolving legal environment.