- Apr 16, 2011
- 570
- 515
It's not nearly as simple as you think. Ultimately it really depends on the judge.
"If you signify your name to a contract, either in writing or electronically which says it is legally binding on both parties involved, then it carries the weight of a contract enforcable in a court of law."
If this was this simple millions of contract lawyers would be unemployed. What's "enforceable in a court of law" is a difficult question. If you and I sign a contract that allows me to punch you in the face if I give you $1000, if we go to court (let's say you reneged on our deal for some odd reason), a judge is not going to make you take a punch from me, regardless whether you just pushed an "I agree" button on the Internet or we signed an actual physical contract.
The same way, if we signed a contract where I pay you $1,000,000 now and you promise me your first born in exchange, it doesn't matter how many contracts we sign, I'm not getting a new baby out of the deal.
I realize you may think these are ridiculous examples, but it helps to look at extremes to see an issue clearly sometimes. The point I'm trying to make is contract law is not black and white as "we signed a contract, therefore anything written in it is legally binding".
The judge looks at a lot of issues when rendering a decision. A physical paper contract signed by two corporations with several lawyers examining and reviewing the whole thing on both sides is a completely different animal from little "Jake" clicking an "I agree" button to an EULA or TOS with Machinima (we don't even know whether Jake was still a minor when he agreed to it, in which case the whole argument is moot since you can't enter into a contract with minors).
The judge will look at the capacity of both parties for understanding the ramifications of the agreement, how clear important clauses are stated (if a key issue is in small print on page 8 of 10 page contract it's much different than if it's in bold print on page 1). He will also look at how unusual the terms are, most EULA's and TOS are fairly similar, if something is unusual and is not spelled out explicitly on page 1 it is likely to get tossed.
On top of this we have a compounding issue of a "perpetuity" clause. Now, the only times I have encountered the issue of perpetuity is in estate trusts, where you are dealing with wills and inheritances, where most states actually limit the length of a will to 21 years after death (most states you cannot put into a will how you want your assets divided beyond 21 years after your death).
The other times I have encountered perpetuity is in contracts where you are agreeing NOT to do something, such a release and discharge from liability, damages, lawsuits or public complaint, etc.
I have NEVER heard of a contract which has been upheld in court where someone agreed to do something for the rest of their life, without any exit clauses, such as agreeing to release any new videos under Machinima's terms.
If I was a betting man I would bet any amount of money that Machinima will never take this to court, because they know 1) they would never win and 2) it would be a HUGE PR blow to their image.
All this is a scare tactic to scare some kids from reneging from their agreement.
Having said all this, you should ALWAYS read any contracts you sign
"If you signify your name to a contract, either in writing or electronically which says it is legally binding on both parties involved, then it carries the weight of a contract enforcable in a court of law."
If this was this simple millions of contract lawyers would be unemployed. What's "enforceable in a court of law" is a difficult question. If you and I sign a contract that allows me to punch you in the face if I give you $1000, if we go to court (let's say you reneged on our deal for some odd reason), a judge is not going to make you take a punch from me, regardless whether you just pushed an "I agree" button on the Internet or we signed an actual physical contract.
The same way, if we signed a contract where I pay you $1,000,000 now and you promise me your first born in exchange, it doesn't matter how many contracts we sign, I'm not getting a new baby out of the deal.
I realize you may think these are ridiculous examples, but it helps to look at extremes to see an issue clearly sometimes. The point I'm trying to make is contract law is not black and white as "we signed a contract, therefore anything written in it is legally binding".
The judge looks at a lot of issues when rendering a decision. A physical paper contract signed by two corporations with several lawyers examining and reviewing the whole thing on both sides is a completely different animal from little "Jake" clicking an "I agree" button to an EULA or TOS with Machinima (we don't even know whether Jake was still a minor when he agreed to it, in which case the whole argument is moot since you can't enter into a contract with minors).
The judge will look at the capacity of both parties for understanding the ramifications of the agreement, how clear important clauses are stated (if a key issue is in small print on page 8 of 10 page contract it's much different than if it's in bold print on page 1). He will also look at how unusual the terms are, most EULA's and TOS are fairly similar, if something is unusual and is not spelled out explicitly on page 1 it is likely to get tossed.
On top of this we have a compounding issue of a "perpetuity" clause. Now, the only times I have encountered the issue of perpetuity is in estate trusts, where you are dealing with wills and inheritances, where most states actually limit the length of a will to 21 years after death (most states you cannot put into a will how you want your assets divided beyond 21 years after your death).
The other times I have encountered perpetuity is in contracts where you are agreeing NOT to do something, such a release and discharge from liability, damages, lawsuits or public complaint, etc.
I have NEVER heard of a contract which has been upheld in court where someone agreed to do something for the rest of their life, without any exit clauses, such as agreeing to release any new videos under Machinima's terms.
If I was a betting man I would bet any amount of money that Machinima will never take this to court, because they know 1) they would never win and 2) it would be a HUGE PR blow to their image.
All this is a scare tactic to scare some kids from reneging from their agreement.
Having said all this, you should ALWAYS read any contracts you sign
