CHAPTER 8. UNIFORM ELECTRONIC TRANSACTIONS ACT
IC 26-2-8
Chapter 8. Uniform Electronic Transactions Act
IC 26-2-8-101
Short title
Sec. 101. IC 26-2-8 may be cited as the Uniform ElectronicTransactions Act.
As added by P.L.62-2000, SEC.1.
IC 26-2-8-102
Definitions
Sec. 102. As used in this chapter:
(1) "Agreement" means the bargain of the parties in fact, asfound in their language or inferred from other circumstancesand from rules, regulations, and procedures given the effect ofagreements under laws otherwise applicable to a particulartransaction.
(2) "Automated transaction" means a transaction conducted orperformed, in whole or in part, by electronic means orelectronic records in which the acts or records of one (1) or bothparties are not reviewed by an individual in the ordinary coursein forming a contract, performing under an existing contract, orfulfilling an obligation required by the transaction.
(3) "Business entity" means a corporation, nonprofitcorporation, limited liability company, limited liabilitypartnership, limited partnership, business trust, real estateinvestment trust, or any other entity that is formed under therequirements of applicable Indiana law.
(4) "Computer program" means a set of statements orinstructions to be used directly or indirectly in an informationprocessing system in order to bring about a certain result.
(5) "Constituent" means a person who holds a position definedin the business entity's organic law that permits the person,directly or indirectly, to own, manage, or operate a businessentity either alone or with others. The term includes officers,directors, shareholders, members, managers, general partners,limited partners, partners, and persons occupying a similarstatus or performing similar functions for a business entity.
(6) "Contract" means the total legal obligation resulting fromthe parties' agreement as affected by this chapter and otherapplicable law.
(7) "Electronic" means relating to technology having electrical,digital, magnetic, wireless, optical, electromagnetic, or similarcapabilities.
(8) "Electronic agent" means a computer program or anelectronic or other automated means used to initiate an actionor respond to electronic records or performances in whole or inpart without review by an individual at the time of the action orresponse.
(9) "Electronic record" means a record created, generated, sent,
communicated, received, or stored by electronic means.
(10) "Electronic signature" means an electronic sound, symbol,or process attached to or logically associated with an electronicrecord and executed or adopted by a person with the intent tosign the electronic record.
(11) "Governing documents" means the publicly filed andnonpublicly filed organic documents of a business entity.
(12) "Governmental agency" means an executive, legislative, orjudicial agency, department, board, commission, authority,institution, instrumentality, or other political subdivision of thestate.
(13) "Information" means data, text, images, sounds, codes,computer programs, software, databases, or the like.
(14) "Information processing system" means an electronicsystem for creating, generating, sending, receiving, storing,displaying, or processing information.
(15) "Organic actions" means actions, notices, consents, andsignatures relating to the operation of a business entity that areundertaken among constituents of that business entity or amongconstituents of a business entity and that business entity. Theterm does not include the service of process or the service of asummons, subpoena, or other service contemplated by rules orstatutes governing trial procedure, civil procedure, orcomparable provisions.
(16) "Person" means an individual, corporation, business trust,estate, trust, partnership, limited liability company, association,joint venture, governmental agency, public corporation, or anyother legal or commercial entity.
(17) "Record" means information that is inscribed on a tangiblemedium or that is stored in an electronic or other medium andis retrievable in perceivable form. The term includes recordstransmitted in the course of organic actions.
(18) "Security procedure" means a procedure employed for thepurpose of verifying that an electronic signature, record, orperformance is that of a specific person or for detecting changesor errors in the information in an electronic record. The termincludes a procedure that requires the use of algorithms or othercodes, identifying words or numbers, encryption, or callback orother acknowledgment procedures.
(19) "Transaction" means an action or set of actions relating tothe conduct of business, commercial, or governmental affairsand occurring between two (2) or more persons. The termincludes an organic action.
As added by P.L.62-2000, SEC.1. Amended by P.L.110-2008,SEC.10.
IC 26-2-8-103
Scope
Sec. 103. (a) Except as otherwise provided in subsection (b), thischapter applies to electronic records and electronic signatures that
relate to a transaction.
(b) This chapter does not apply to transactions subject to thefollowing laws:
(1) A law governing the creation and execution of wills,codicils, or testamentary trusts.
(2) IC 26-1 other than IC 26-1-1-107, IC 26-1-1-206, IC 26-1-2,and IC 26-1-2.1.
(3) Laws specifically excluded by a governmental agency undersections 201 and 202 of this chapter.
(c) This chapter applies to an electronic record or electronicsignature otherwise excluded from the application of this chapterunder subsection (b) when used for transactions subject to a lawother than those specified in subsection (b).
(d) A transaction subject to this chapter is also subject to otherapplicable substantive law.
As added by P.L.62-2000, SEC.1. Amended by P.L.46-2001, SEC.1.
IC 26-2-8-104
Agreement to conduct transaction electronically; variation byagreement
Sec. 104. (a) This chapter does not require that a record orsignature be created, generated, sent, communicated, received,stored, or otherwise processed or used by electronic means or inelectronic form.
(b) This chapter only applies to transactions between parties eachof which has agreed to conduct transactions electronically. Anagreement to conduct transactions electronically is determined fromthe context and surrounding circumstances, including the parties'conduct. A constituent of a business entity and a business entity arepresumed to have agreed to conduct organic actions electronicallyunless and to the extent:
(1) the governing documents of the business entity limit orprohibit, in whole or in part, the use of electronic signatures,electronic records, or both; or
(2) the business entity expressly states the method, means, orrequirement by which a constituent may respond to orparticipate in any organic action, including imposing arequirement that participants use a specific form of writing,record, or signature.
Unless and to the extent limited or prohibited in the governingdocuments of a business entity, any electronic record or electronicsignature to be sent to a constituent is properly sent if sent in themanner and to the electronic address or other means of receiptdesignated by the constituent to receive the electronic record orelectronic signature as shown in the current records of the businessentity. If the electronic record is a notice, it is effective when sent.Unless and to the extent limited or prohibited, any electronic recordor electronic signature sent by a constituent to a business entity shallbe considered properly sent if it is sent in a manner designated by thebusiness entity to an electronic address or other location designated
by the business entity in a publication or notice provided by thebusiness entity to the constituent. If the electronic record is a notice,it is effective upon receipt. The publication or notice may beincluded in the governing documents of the business entity, may becommunicated to the constituent in writing, or may be transmitted byany other means selected by the business entity that is reasonablylikely to convey the information to the constituent. A constituent orbusiness entity may revoke or change any instruction regarding themanner, electronic address, or means of receipt the person requiresfor electronic records or electronic signatures by sending notice ofthe change and the corresponding new information.
(c) If a party agrees to conduct a transaction electronically, thischapter does not prohibit the party from refusing to conduct othertransactions electronically. This subsection may not be varied byagreement.
(d) Except as otherwise provided in this chapter, the effect of anyprovision of this chapter may be varied by agreement. The presencein certain provisions of this chapter of the words "unless otherwiseagreed", or words of similar import, does not imply that the effect ofother provisions may not be varied by agreement.
(e) Whether an electronic record or electronic signature has legalconsequences is determined by this chapter, if applicable, andotherwise by other applicable law.
As added by P.L.62-2000, SEC.1. Amended by P.L.110-2008,SEC.11; P.L.133-2009, SEC.41.
IC 26-2-8-105
Construction and application
Sec. 105. This chapter must be construed and applied:
(1) to facilitate electronic transactions consistent with otherapplicable law;
(2) to be consistent with reasonable practices concerningelectronic transactions and with the continued expansion ofthose practices; and
(3) to effectuate its general purpose to make uniform the lawwith respect to the subject of this chapter among states enactingit.
As added by P.L.62-2000, SEC.1.
IC 26-2-8-106
Legal recognition of electronic records, electronic signatures, andelectronic contracts
Sec. 106. (a) A record or signature may not be denied legal effector enforceability solely because it is in electronic form.
(b) A contract may not be denied legal effect or enforceabilitysolely because an electronic record or electronic signature was usedin its formation.
(c) If a law requires a record to be in writing, or providesconsequences if it is not, an electronic record satisfies the law.
(d) If a law requires a signature, or provides consequences in the
absence of a signature, the law is satisfied with respect to anelectronic record if the electronic record includes an electronicsignature.
As added by P.L.62-2000, SEC.1. Amended by P.L.110-2008,SEC.12.
IC 26-2-8-107
Provision of information in writing; presentation of records
Sec. 107. (a) If parties have agreed to conduct transactionselectronically and a law requires a person to provide, send, or deliverinformation in writing to another person, that requirement is satisfiedif the information is provided, sent, or delivered, as the case may be,in an electronic record and the information is capable of retention bythe recipient at the time the information is received.
(b) If a law other than this chapter requires a record (i) to beposted or displayed in a certain manner, (ii) to be sent,communicated, or transmitted by a specified method, or (iii) tocontain information that is formatted in a certain manner, thefollowing rules apply:
(1) The record must be posted or displayed in the mannerspecified in the other law.
(2) Except as otherwise provided in subsection (d)(2), therecord must be sent, communicated, or transmitted by themethod specified in the other law.
(3) The record must contain the information formatted in themanner specified in the other law.
(c) An electronic record may not be sent, communicated, ortransmitted by an information processing system that inhibits theability to print or download the information in the electronic record.
(d) This section may not be varied by agreement, but:
(1) a requirement under a law other than this chapter to provideinformation in writing may be varied by agreement to the extentpermitted by the other law; and
(2) a requirement under a law other than this chapter to send,communicate, or transmit a record by first class mail, may bevaried by agreement to the extent permitted by the other law.
As added by P.L.62-2000, SEC.1.
IC 26-2-8-108
Attribution and effect of electronic record and electronic signature
Sec. 108. (a) An electronic record or electronic signature isattributable to a person if it was the act of the person. The act of theperson may be proved in any manner, including a showing of theefficacy of any security procedure applied to determine the person towhich the electronic record or electronic signature was attributable.
(b) The effect of an electronic record or electronic signatureattributed to a person under subsection (a) is determined from thecontext and surrounding circumstances at the time of its creation,execution, or adoption, including the parties' agreement, if any, andotherwise as provided by law.As added by P.L.62-2000, SEC.1.
IC 26-2-8-109
Effect of change or error
Sec. 109. If a change or error in an electronic record occurs in atransmission between parties to a transaction, the following rulesapply:
(1) If the parties have agreed to use a security procedure todetect changes or errors and one (1) party has conformed to theprocedure, but the other party has not, and the nonconformingparty would have detected the change or error had that partyalso conformed, the effect of the changed or erroneouselectronic record is avoidable by the conforming party.
(2) In an automated transaction involving an individual, theindividual may avoid the effect of an electronic record thatresulted from an error by the individual made in dealing withthe electronic agent of another person if the electronic agent didnot provide an opportunity for the prevention or correction ofthe error and, at the time the individual learns of the error, theindividual:
(A) promptly notifies the other person of the error and thatthe individual did not intend to be bound by the electronicrecord received by the other person;
(B) takes reasonable steps, including steps that conform tothe other person's reasonable instructions, to return to theother person or, if instructed by the other person, to destroythe consideration received, if any, as a result of theerroneous electronic record; and
(C) has not used or received any benefit or value from theconsideration, if any, received from the other person.
(3) If neither subdivision (1) nor subdivision (2) applies, thechange or error has the effect provided by law, including thelaw of mistake, and the parties' contract, if any.
(4) Subdivisions (2) and (3) may not be varied by agreement.
As added by P.L.62-2000, SEC.1.
IC 26-2-8-110
Notarization and acknowledgment
Sec. 110. If a law requires that a signature be notarized, therequirement is satisfied with respect to an electronic signature if anelectronic record includes, in addition to the electronic signature tobe notarized, the electronic signature of a notary public together withall other information required to be included in a notarization byother applicable law.
As added by P.L.62-2000, SEC.1.
IC 26-2-8-111
Retention of electronic records; originals
Sec. 111. (a) If a law requires that certain records be retained, thatrequirement is met by retaining an electronic record of the
information in the record that:
(1) accurately reflects the information set forth in the recordafter it was first generated in its final form as an electronicrecord or otherwise; and
(2) remains accessible for later reference.
(b) A requirement to retain records in accordance with subsection(a) does not apply to any information whose sole purpose is to enablethe record to be sent, communicated, or received.
(c) A person satisfies subsection (a) by using the services of anyother person if the requirements of subsection (a) are met.
(d) If a law requires a record to be presented or retained in itsoriginal form, or provides consequences if the record is not presentedor retained in its original form, that law is satisfied by an electronicrecord retained in accordance with subsection (a).
(e) If a law requires retention of a check, that requirement issatisfied by retention of an electronic record of the information onthe front and back of the check in accordance with subsection (a).
(f) A record retained as an electronic record in accordance withsubsection (a) satisfies a law requiring a person to retain records forevidentiary, audit, or like purposes, unless a law enacted after July1, 2000, specifically prohibits the use of an electronic record for aspecified purpose.
(g) This section does not preclude a governmental agency fromspecifying additional requirements for the retention of records,written or electronic, subject to the agency's jurisdiction.
As added by P.L.62-2000, SEC.1.
IC 26-2-8-112
Admissibility of evidence
Sec. 112. In a legal proceeding, evidence of an electronic recordor electronic signature may not be excluded because it is anelectronic record or electronic signature or it is not an original or isnot in its original form.
As added by P.L.62-2000, SEC.1.
IC 26-2-8-113
Automated transaction
Sec. 113. (a) If an offer evokes an electronic record in response,a contract may be formed in the same manner and with the sameeffect as if the record were not electronic, but an acceptance of theoffer is effective, if at all, when received.
(b) In an automated transaction, the following rules apply:
(1) A contract may be formed by the interaction of electronicagents of the parties even if no individual was aware of orreviewed the electronic agents' actions or the resulting termsand agreements.
(2) A contract may be formed by the interaction of an electronicagent and an individual, acting on the individual's own behalfor for another person, including by an interaction in which theindividual performs actions that the individual is free to refuse
to perform and which the individual knows or has reason toknow will cause the electronic agent to complete the transactionor performance.
(c) The terms of a contract are determined by the substantive lawapplicable to the particular contract.
As added by P.L.62-2000, SEC.1.
IC 26-2-8-114
Time and place of sending and receipt
Sec. 114. (a) Unless otherwise agreed between the sender and therecipient, an electronic record is sent when the information isaddressed or otherwise directed properly to the recipient and either:
(1) enters an information processing system outside the controlof the sender or of a person that sent the electronic record onbehalf of the sender; or
(2) enters a region of an information processing system that isunder the control of the recipient.
(b) Unless otherwise agreed between the sender and the recipient,an electronic record is received when:
(1) it enters an information processing system that the recipienthas designated or uses for the purpose of receiving electronicrecords or information of the type sent from which the recipientis able to retrieve the electronic record; and
(2) the electronic record is in a form capable of being processedby that system.
(c) Subsection (b) applies even if the place the informationprocessing system is located is different from the place the electronicrecord is deemed to be received under subsection (d).
(d) Unless otherwise expressly provided in the electronic recordor agreed between the sender and the recipient, an electronic recordis deemed to be sent from the sender's place of business and isdeemed to be received at the recipient's place of business. Forpurposes of this subsection, the following rules apply:
(1) If the sender or recipient has more than one (1) place ofbusiness, the place of business of that person is that which hasthe closest relationship to the underlying transaction.
(2) If the sender or the recipient does not have a place ofbusiness, the place of business is the sender's or recipient'sresidence, as the case may be.
(e) An electronic record is effective when received even if noindividual is aware of its receipt.
(f) Receipt of an electronic acknowledgment from an informationprocessing system described in subsection (b) establishes that arecord was received but, in itself, does not establish that the contentsent corresponds to the content received.
(g) If a law other than this chapter requires that a record be sentor received, the requirement is satisfied by an electronic record onlyif it is sent in accordance with subsection (a) or received inaccordance with subsection (b). If a person is aware that anelectronic record purportedly sent under subsection (a), or
purportedly received under subsection (b), was not actually sent orreceived, the legal effect of the sending or receipt is determined byother applicable law. Except to the extent permitted by the other law,this subsection may not be varied by agreement.
As added by P.L.62-2000, SEC.1.
IC 26-2-8-115
Transferable records
Sec. 115. (a) In this section, "transferable record" means anelectronic record that:
(1) would be a note under IC 26-1-3.1 or a document underIC 26-1-7, if the electronic record were in writing; and
(2) the issuer of the electronic record expressly has agreed issubject to this chapter.
(b) A person has control of a transferable record if a systememployed for evidencing the transfer of interests in the transferablerecord reliably establishes that person as the person to whom thetransferable record has been issued or transferred.
(c) A system satisfies subsection (a), and a person is deemed tohave control of a transferable record, if the record or records arecreated, stored, and assigned in such a manner that:
(1) a single authoritative copy of the record or records existsthat is unique, identifiable, and except as otherwise provided insubdivisions (4), (5), and (6), unalterable;
(2) the authoritative copy identifies the person asserting controlas the assignee of the record or records;
(3) the authoritative copy is communicated to and maintainedby the person asserting control or its designated custodian;
(4) copies or revisions that add or change an identified assigneeof the authoritative copy can be made only with the consent ofthe person asserting control;
(5) each copy of the authoritative copy and any copy of a copyis readily identifiable as a copy that is not the authoritativecopy; and
(6) any revision of the authoritative copy is readily identifiableas an authorized or unauthorized revision.
(d) Except as otherwise agreed, a person having control of atransferable record is the holder, as defined in IC 26-1-1-201(20), ofthe transferable record and has the same rights and defenses as aholder of an equivalent record or writing under IC 26-1, including,if the applicable statutory requirements under IC 26-1-3.1-302(a),IC 26-1-7-501, or IC 26-1-9.1-330 are satisfied, the rights anddefenses of a holder in due course, a holder to which a negotiabledocument of title has been duly negotiated, or a purchaser,respectively. Delivery, possession, and endorsement are not requiredto obtain or exercise any of the rights in this subsection.
(e) Except as otherwise agreed, obligors under a transferablerecord have the same rights and defenses as equivalent obligorsunder equivalent records and writings under IC 26-1.
(f) If requested by the person against whom enforcement is
sought, the person seeking to enforce the transferable record shallprovide reasonable proof that the person is in control of thetransferable record. This proof may include access to theauthoritative copy of the transferable record and related businessrecords sufficient to review the terms of the transferable record andestablish the identity of the person in control of the transferablerecord.
As added by P.L.62-2000, SEC.1. Amended by P.L.1-2001, SEC.32.
IC 26-2-8-116
Electronic signature involving individual health information
Sec. 116. (a) As used in this section, "authorization" means aconsent, an approval, or an authorization between an individual anda person.
(b) As used in this section, "electronic identification" means theelectronic identification system for form, location, and endorsementthat is specified in subsection (d).
(c) Electronic signature authentication and identification may beused for an individual who participates in agreements, authorizations,contracts, records, or transactions that involve individuallyidentifiable health information, including medical records and recordkeeping, transfer of medical records, medical billing, health careproxies, health care directives, consent to medical treatment, medicalresearch, and organ and tissue donation or procurement.
(d) The electronic authentication and identification undersubsection (c) may be accomplished by an interactive system ofsecurity procedures that include any of the following:
(1) A tamper proof electric appliance that receives input ofunique identification numbers, unique biometric identifiers, orlocation devices.
(2) A computerized authentication process for biometricidentifiers that is linked to the appropriate identificationnumbers upon receipt of the identifiers.
(3) Transmission of verification of the identifiers to a securelymaintained electronic repository.
No provision in this section may be construed to supersede orpreempt applicable federal and state law, including the IndianaUniform Electronic Transactions Act (IC 26-2-8), the HealthInsurance Portability and Accountability Act of 1996 and associatedregulations, and 21 CFR Part 11.
As added by P.L.77-2005, SEC.1.
IC 26-2-8-201
Creation and retention of electronic records and conversion ofwritten records by governmental agency
Sec. 201. Each governmental agency shall determine whether, andthe extent to which, the governmental agency will create and retainelectronic records and convert written records to electronic records.
As added by P.L.62-2000, SEC.1.
IC 26-2-8-202
Acceptance and distribution of electronic records by governmentalagencies
Sec. 202. (a) Except as otherwise provided in section 111(f) ofthis chapter, each governmental agency shall determine whether, andthe extent to which, it will send and accept electronic records andelectronic signatures to and from other persons and otherwise create,generate, communicate, store, process, use, and rely upon electronicrecords and electronic signatures.
(b) To the extent that a governmental agency uses electronicrecords and electronic signatures under subsection (a), thegovernmental agency, giving due consideration to security, mayspecify:
(1) the manner and format in which the electronic records mustbe created, generated, sent, communicated, received, and storedand the systems established for such purposes;
(2) if electronic records must be electronically signed, the typeof electronic signature required, the manner and format inwhich the electronic signature must be affixed to the electronicrecord, and the identity of, or criteria that must be met by, anythird party used by a person filing a document to facilitate theprocess;
(3) control processes and procedures as appropriate to ensureadequate preservation, disposition, integrity, security,confidentiality, and auditability of electronic records; and
(4) any other required attributes for electronic records that arespecified for corresponding nonelectronic records or reasonablynecessary under the circumstances.
(c) Except as otherwise provided in section 111(f) of this chapter,this chapter does not require a governmental agency to use or permitthe use of electronic records or electronic signatures.
As added by P.L.62-2000, SEC.1.
IC 26-2-8-203
Interoperability
Sec. 203. Standards adopted by a governmental agency undersection 202 of this chapter must encourage and promote consistencyand interoperability with similar requirements adopted by:
(1) other governmental agencies;
(2) other states;
(3) the federal government; and
(4) nongovernmental persons interacting with governmentalagencies.
If appropriate, those standards must specify differing levels ofstandards from which governmental agencies may choose inimplementing the most appropriate standard for a particularapplication.
As added by P.L.62-2000, SEC.1.
IC 26-2-8-301 Severability clause
Sec. 301. If any provision of this chapter or its application to anyperson or circumstance is held invalid, the invalidity does not affectother provisions or applications of this chapter that can be giveneffect without the invalid provision or application, and to this end theprovisions of this chapter are severable.
As added by P.L.62-2000, SEC.1.
IC 26-2-8-302
Prospective application
Sec. 302. This chapter applies to an electronic record or electronicsignature created, generated, sent, communicated, received, or storedafter June 30, 2000.
As added by P.L.62-2000, SEC.1.