Contracts are normally unenforceable absent an objective manifestation of mutual assent (i.e., offer and acceptance). Moreover, hornbooks typically note that an offer may only be accepted by the person or persons to whom it is made. The law has traditionally acknowledged that a “person” can be either a human being, corporation, partnership, association, labor organization, trustee, or court-appointed receiver. The law has been unwilling to enforce contracts where either the offeror or offeree is an animal, mineral or minor — since each presumably lacked contractual capacity.
Prior to the decision in A&M Records, Inc. v. Napster, Inc., the term “bot” wasn’t even part of the legal lexicon; although the courts have referred to “software robots.” But that’s about to change thanks to the Uniform Computer Information Transactions Act (“UCITA”), which outlines rules governing the formation and enforceability of contracts entered into by “bots.” To date, the Napsterdecision is the only reported decision that even mentions the word “bot” — albeit, in ancillary fashion. See A&M Records, Inc. v. Napster, Inc., 2000 U.S. Dist. LEXIS 6243; No. C99-05183 MHP, 54 U.S.P.Q.2D (BNA) 1746 (N.D. Cal. 2000).
