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 Electronic
Transactions 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, as
found in their language or inferred from other circumstances
and from rules, regulations, and procedures given the effect of
agreements under laws otherwise applicable to a particular
transaction.
(2) "Automated transaction" means a transaction conducted or
performed, in whole or in part, by electronic means or
electronic records in which the acts or records of one (1) or both
parties are not reviewed by an individual in the ordinary course
in forming a contract, performing under an existing contract, or
fulfilling an obligation required by the transaction.
(3) "Business entity" means a corporation, nonprofit
corporation, limited liability company, limited liability
partnership, limited partnership, business trust, real estate
investment trust, or any other entity that is formed under the
requirements of applicable Indiana law.
(4) "Computer program" means a set of statements or
instructions to be used directly or indirectly in an information
processing system in order to bring about a certain result.
(5) "Constituent" means a person who holds a position defined
in the business entity's organic law that permits the person,
directly or indirectly, to own, manage, or operate a business
entity either alone or with others. The term includes officers,
directors, shareholders, members, managers, general partners,
limited partners, partners, and persons occupying a similar
status or performing similar functions for a business entity.
(6) "Contract" means the total legal obligation resulting from
the parties' agreement as affected by this chapter and other
applicable law.
(7) "Electronic" means relating to technology having electrical,
digital, magnetic, wireless, optical, electromagnetic, or similar
capabilities.
(8) "Electronic agent" means a computer program or an
electronic or other automated means used to initiate an action
or respond to electronic records or performances in whole or in
part without review by an individual at the time of the action or
response.
(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 electronic
record and executed or adopted by a person with the intent to
sign the electronic record.
(11) "Governing documents" means the publicly filed and
nonpublicly filed organic documents of a business entity.
(12) "Governmental agency" means an executive, legislative, or
judicial agency, department, board, commission, authority,
institution, instrumentality, or other political subdivision of the
state.
(13) "Information" means data, text, images, sounds, codes,
computer programs, software, databases, or the like.
(14) "Information processing system" means an electronic
system for creating, generating, sending, receiving, storing,
displaying, or processing information.
(15) "Organic actions" means actions, notices, consents, and
signatures relating to the operation of a business entity that are
undertaken among constituents of that business entity or among
constituents of a business entity and that business entity. The
term does not include the service of process or the service of a
summons, subpoena, or other service contemplated by rules or
statutes governing trial procedure, civil procedure, or
comparable provisions.
(16) "Person" means an individual, corporation, business trust,
estate, trust, partnership, limited liability company, association,
joint venture, governmental agency, public corporation, or any
other legal or commercial entity.
(17) "Record" means information that is inscribed on a tangible
medium or that is stored in an electronic or other medium and
is retrievable in perceivable form. The term includes records
transmitted in the course of organic actions.
(18) "Security procedure" means a procedure employed for the
purpose of verifying that an electronic signature, record, or
performance is that of a specific person or for detecting changes
or errors in the information in an electronic record. The term
includes a procedure that requires the use of algorithms or other
codes, identifying words or numbers, encryption, or callback or
other acknowledgment procedures.
(19) "Transaction" means an action or set of actions relating to
the conduct of business, commercial, or governmental affairs
and occurring between two (2) or more persons. The term
includes 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), this
chapter applies to electronic records and electronic signatures that
relate to a transaction.
(b) This chapter does not apply to transactions subject to the
following 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 under
sections 201 and 202 of this chapter.
(c) This chapter applies to an electronic record or electronic
signature otherwise excluded from the application of this chapter
under subsection (b) when used for transactions subject to a law
other than those specified in subsection (b).
(d) A transaction subject to this chapter is also subject to other
applicable 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 by
agreement
Sec. 104. (a) This chapter does not require that a record or
signature be created, generated, sent, communicated, received,
stored, or otherwise processed or used by electronic means or in
electronic form.
(b) This chapter only applies to transactions between parties each
of which has agreed to conduct transactions electronically. An
agreement to conduct transactions electronically is determined from
the context and surrounding circumstances, including the parties'
conduct. A constituent of a business entity and a business entity are
presumed to have agreed to conduct organic actions electronically
unless and to the extent:
(1) the governing documents of the business entity limit or
prohibit, in whole or in part, the use of electronic signatures,
electronic records, or both; or
(2) the business entity expressly states the method, means, or
requirement by which a constituent may respond to or
participate in any organic action, including imposing a
requirement that participants use a specific form of writing,
record, or signature.
Unless and to the extent limited or prohibited in the governing
documents of a business entity, any electronic record or electronic
signature to be sent to a constituent is properly sent if sent in the
manner and to the electronic address or other means of receipt
designated by the constituent to receive the electronic record or
electronic signature as shown in the current records of the business
entity. If the electronic record is a notice, it is effective when sent.
Unless and to the extent limited or prohibited, any electronic record
or electronic signature sent by a constituent to a business entity shall
be considered properly sent if it is sent in a manner designated by the
business entity to an electronic address or other location designated
by the business entity in a publication or notice provided by the
business entity to the constituent. If the electronic record is a notice,
it is effective upon receipt. The publication or notice may be
included in the governing documents of the business entity, may be
communicated to the constituent in writing, or may be transmitted by
any other means selected by the business entity that is reasonably
likely to convey the information to the constituent. A constituent or
business entity may revoke or change any instruction regarding the
manner, electronic address, or means of receipt the person requires
for electronic records or electronic signatures by sending notice of
the change and the corresponding new information.
(c) If a party agrees to conduct a transaction electronically, this
chapter does not prohibit the party from refusing to conduct other
transactions electronically. This subsection may not be varied by
agreement.
(d) Except as otherwise provided in this chapter, the effect of any
provision of this chapter may be varied by agreement. The presence
in certain provisions of this chapter of the words "unless otherwise
agreed", or words of similar import, does not imply that the effect of
other provisions may not be varied by agreement.
(e) Whether an electronic record or electronic signature has legal
consequences is determined by this chapter, if applicable, and
otherwise 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 other
applicable law;
(2) to be consistent with reasonable practices concerning
electronic transactions and with the continued expansion of
those practices; and
(3) to effectuate its general purpose to make uniform the law
with respect to the subject of this chapter among states enacting
it. As added by P.L.62-2000, SEC.1.
IC 26-2-8-106 Legal recognition of electronic records, electronic signatures, and
electronic contracts
Sec. 106. (a) A record or signature may not be denied legal effect
or enforceability solely because it is in electronic form.
(b) A contract may not be denied legal effect or enforceability
solely because an electronic record or electronic signature was used
in its formation.
(c) If a law requires a record to be in writing, or provides
consequences 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 an
electronic record if the electronic record includes an electronic
signature. 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 transactions
electronically and a law requires a person to provide, send, or deliver
information in writing to another person, that requirement is satisfied
if the information is provided, sent, or delivered, as the case may be,
in an electronic record and the information is capable of retention by
the recipient at the time the information is received.
(b) If a law other than this chapter requires a record (i) to be
posted or displayed in a certain manner, (ii) to be sent,
communicated, or transmitted by a specified method, or (iii) to
contain information that is formatted in a certain manner, the
following rules apply:
(1) The record must be posted or displayed in the manner
specified in the other law.
(2) Except as otherwise provided in subsection (d)(2), the
record must be sent, communicated, or transmitted by the
method specified in the other law.
(3) The record must contain the information formatted in the
manner specified in the other law.
(c) An electronic record may not be sent, communicated, or
transmitted by an information processing system that inhibits the
ability 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 provide
information in writing may be varied by agreement to the extent
permitted 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 be
varied 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 is
attributable to a person if it was the act of the person. The act of the
person may be proved in any manner, including a showing of the
efficacy of any security procedure applied to determine the person to
which the electronic record or electronic signature was attributable.
(b) The effect of an electronic record or electronic signature
attributed to a person under subsection (a) is determined from the
context and surrounding circumstances at the time of its creation,
execution, or adoption, including the parties' agreement, if any, and
otherwise 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 a
transmission between parties to a transaction, the following rules
apply:
(1) If the parties have agreed to use a security procedure to
detect changes or errors and one (1) party has conformed to the
procedure, but the other party has not, and the nonconforming
party would have detected the change or error had that party
also conformed, the effect of the changed or erroneous
electronic record is avoidable by the conforming party.
(2) In an automated transaction involving an individual, the
individual may avoid the effect of an electronic record that
resulted from an error by the individual made in dealing with
the electronic agent of another person if the electronic agent did
not provide an opportunity for the prevention or correction of
the error and, at the time the individual learns of the error, the
individual:
(A) promptly notifies the other person of the error and that
the individual did not intend to be bound by the electronic
record received by the other person;
(B) takes reasonable steps, including steps that conform to
the other person's reasonable instructions, to return to the
other person or, if instructed by the other person, to destroy
the consideration received, if any, as a result of the
erroneous electronic record; and
(C) has not used or received any benefit or value from the
consideration, if any, received from the other person.
(3) If neither subdivision (1) nor subdivision (2) applies, the
change or error has the effect provided by law, including the
law 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, the
requirement is satisfied with respect to an electronic signature if an
electronic record includes, in addition to the electronic signature to
be notarized, the electronic signature of a notary public together with
all other information required to be included in a notarization by
other 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, that
requirement is met by retaining an electronic record of the
information in the record that:
(1) accurately reflects the information set forth in the record
after it was first generated in its final form as an electronic
record 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 enable
the record to be sent, communicated, or received.
(c) A person satisfies subsection (a) by using the services of any
other person if the requirements of subsection (a) are met.
(d) If a law requires a record to be presented or retained in its
original form, or provides consequences if the record is not presented
or retained in its original form, that law is satisfied by an electronic
record retained in accordance with subsection (a).
(e) If a law requires retention of a check, that requirement is
satisfied by retention of an electronic record of the information on
the front and back of the check in accordance with subsection (a).
(f) A record retained as an electronic record in accordance with
subsection (a) satisfies a law requiring a person to retain records for
evidentiary, audit, or like purposes, unless a law enacted after July
1, 2000, specifically prohibits the use of an electronic record for a
specified purpose.
(g) This section does not preclude a governmental agency from
specifying 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 record
or electronic signature may not be excluded because it is an
electronic record or electronic signature or it is not an original or is
not 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 same
effect as if the record were not electronic, but an acceptance of the
offer 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 electronic
agents of the parties even if no individual was aware of or
reviewed the electronic agents' actions or the resulting terms
and agreements.
(2) A contract may be formed by the interaction of an electronic
agent and an individual, acting on the individual's own behalf
or for another person, including by an interaction in which the
individual performs actions that the individual is free to refuse
to perform and which the individual knows or has reason to
know will cause the electronic agent to complete the transaction
or performance.
(c) The terms of a contract are determined by the substantive law
applicable 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 the
recipient, an electronic record is sent when the information is
addressed or otherwise directed properly to the recipient and either:
(1) enters an information processing system outside the control
of the sender or of a person that sent the electronic record on
behalf of the sender; or
(2) enters a region of an information processing system that is
under 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 recipient
has designated or uses for the purpose of receiving electronic
records or information of the type sent from which the recipient
is able to retrieve the electronic record; and
(2) the electronic record is in a form capable of being processed
by that system.
(c) Subsection (b) applies even if the place the information
processing system is located is different from the place the electronic
record is deemed to be received under subsection (d).
(d) Unless otherwise expressly provided in the electronic record
or agreed between the sender and the recipient, an electronic record
is deemed to be sent from the sender's place of business and is
deemed to be received at the recipient's place of business. For
purposes of this subsection, the following rules apply:
(1) If the sender or recipient has more than one (1) place of
business, the place of business of that person is that which has
the closest relationship to the underlying transaction.
(2) If the sender or the recipient does not have a place of
business, the place of business is the sender's or recipient's
residence, as the case may be.
(e) An electronic record is effective when received even if no
individual is aware of its receipt.
(f) Receipt of an electronic acknowledgment from an information
processing system described in subsection (b) establishes that a
record was received but, in itself, does not establish that the content
sent corresponds to the content received.
(g) If a law other than this chapter requires that a record be sent
or received, the requirement is satisfied by an electronic record only
if it is sent in accordance with subsection (a) or received in
accordance with subsection (b). If a person is aware that an
electronic record purportedly sent under subsection (a), or
purportedly received under subsection (b), was not actually sent or
received, the legal effect of the sending or receipt is determined by
other 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 an
electronic record that:
(1) would be a note under IC 26-1-3.1 or a document under
IC 26-1-7, if the electronic record were in writing; and
(2) the issuer of the electronic record expressly has agreed is
subject to this chapter.
(b) A person has control of a transferable record if a system
employed for evidencing the transfer of interests in the transferable
record reliably establishes that person as the person to whom the
transferable record has been issued or transferred.
(c) A system satisfies subsection (a), and a person is deemed to
have control of a transferable record, if the record or records are
created, stored, and assigned in such a manner that:
(1) a single authoritative copy of the record or records exists
that is unique, identifiable, and except as otherwise provided in
subdivisions (4), (5), and (6), unalterable;
(2) the authoritative copy identifies the person asserting control
as the assignee of the record or records;
(3) the authoritative copy is communicated to and maintained
by the person asserting control or its designated custodian;
(4) copies or revisions that add or change an identified assignee
of the authoritative copy can be made only with the consent of
the person asserting control;
(5) each copy of the authoritative copy and any copy of a copy
is readily identifiable as a copy that is not the authoritative
copy; and
(6) any revision of the authoritative copy is readily identifiable
as an authorized or unauthorized revision.
(d) Except as otherwise agreed, a person having control of a
transferable record is the holder, as defined in IC 26-1-1-201(20), of
the transferable record and has the same rights and defenses as a
holder 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 and
defenses of a holder in due course, a holder to which a negotiable
document of title has been duly negotiated, or a purchaser,
respectively. Delivery, possession, and endorsement are not required
to obtain or exercise any of the rights in this subsection.
(e) Except as otherwise agreed, obligors under a transferable
record have the same rights and defenses as equivalent obligors
under 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 shall
provide reasonable proof that the person is in control of the
transferable record. This proof may include access to the
authoritative copy of the transferable record and related business
records sufficient to review the terms of the transferable record and
establish the identity of the person in control of the transferable
record. 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 a
consent, an approval, or an authorization between an individual and
a person.
(b) As used in this section, "electronic identification" means the
electronic identification system for form, location, and endorsement
that is specified in subsection (d).
(c) Electronic signature authentication and identification may be
used for an individual who participates in agreements, authorizations,
contracts, records, or transactions that involve individually
identifiable health information, including medical records and record
keeping, transfer of medical records, medical billing, health care
proxies, health care directives, consent to medical treatment, medical
research, and organ and tissue donation or procurement.
(d) The electronic authentication and identification under
subsection (c) may be accomplished by an interactive system of
security procedures that include any of the following:
(1) A tamper proof electric appliance that receives input of
unique identification numbers, unique biometric identifiers, or
location devices.
(2) A computerized authentication process for biometric
identifiers that is linked to the appropriate identification
numbers upon receipt of the identifiers.
(3) Transmission of verification of the identifiers to a securely
maintained electronic repository.
No provision in this section may be construed to supersede or
preempt applicable federal and state law, including the Indiana
Uniform Electronic Transactions Act (IC 26-2-8), the Health
Insurance Portability and Accountability Act of 1996 and associated
regulations, 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 of
written records by governmental agency
Sec. 201. Each governmental agency shall determine whether, and
the extent to which, the governmental agency will create and retain
electronic 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 governmental
agencies
Sec. 202. (a) Except as otherwise provided in section 111(f) of
this chapter, each governmental agency shall determine whether, and
the extent to which, it will send and accept electronic records and
electronic signatures to and from other persons and otherwise create,
generate, communicate, store, process, use, and rely upon electronic
records and electronic signatures.
(b) To the extent that a governmental agency uses electronic
records and electronic signatures under subsection (a), the
governmental agency, giving due consideration to security, may
specify:
(1) the manner and format in which the electronic records must
be created, generated, sent, communicated, received, and stored
and the systems established for such purposes;
(2) if electronic records must be electronically signed, the type
of electronic signature required, the manner and format in
which the electronic signature must be affixed to the electronic
record, and the identity of, or criteria that must be met by, any
third party used by a person filing a document to facilitate the
process;
(3) control processes and procedures as appropriate to ensure
adequate preservation, disposition, integrity, security,
confidentiality, and auditability of electronic records; and
(4) any other required attributes for electronic records that are
specified for corresponding nonelectronic records or reasonably
necessary 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 permit
the 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 under
section 202 of this chapter must encourage and promote consistency
and interoperability with similar requirements adopted by:
(1) other governmental agencies;
(2) other states;
(3) the federal government; and
(4) nongovernmental persons interacting with governmental
agencies.
If appropriate, those standards must specify differing levels of
standards from which governmental agencies may choose in
implementing the most appropriate standard for a particular
application. 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 any
person or circumstance is held invalid, the invalidity does not affect
other provisions or applications of this chapter that can be given
effect without the invalid provision or application, and to this end the
provisions 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 electronic
signature created, generated, sent, communicated, received, or stored
after June 30, 2000. As added by P.L.62-2000, SEC.1.
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 Electronic
Transactions 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, as
found in their language or inferred from other circumstances
and from rules, regulations, and procedures given the effect of
agreements under laws otherwise applicable to a particular
transaction.
(2) "Automated transaction" means a transaction conducted or
performed, in whole or in part, by electronic means or
electronic records in which the acts or records of one (1) or both
parties are not reviewed by an individual in the ordinary course
in forming a contract, performing under an existing contract, or
fulfilling an obligation required by the transaction.
(3) "Business entity" means a corporation, nonprofit
corporation, limited liability company, limited liability
partnership, limited partnership, business trust, real estate
investment trust, or any other entity that is formed under the
requirements of applicable Indiana law.
(4) "Computer program" means a set of statements or
instructions to be used directly or indirectly in an information
processing system in order to bring about a certain result.
(5) "Constituent" means a person who holds a position defined
in the business entity's organic law that permits the person,
directly or indirectly, to own, manage, or operate a business
entity either alone or with others. The term includes officers,
directors, shareholders, members, managers, general partners,
limited partners, partners, and persons occupying a similar
status or performing similar functions for a business entity.
(6) "Contract" means the total legal obligation resulting from
the parties' agreement as affected by this chapter and other
applicable law.
(7) "Electronic" means relating to technology having electrical,
digital, magnetic, wireless, optical, electromagnetic, or similar
capabilities.
(8) "Electronic agent" means a computer program or an
electronic or other automated means used to initiate an action
or respond to electronic records or performances in whole or in
part without review by an individual at the time of the action or
response.
(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 electronic
record and executed or adopted by a person with the intent to
sign the electronic record.
(11) "Governing documents" means the publicly filed and
nonpublicly filed organic documents of a business entity.
(12) "Governmental agency" means an executive, legislative, or
judicial agency, department, board, commission, authority,
institution, instrumentality, or other political subdivision of the
state.
(13) "Information" means data, text, images, sounds, codes,
computer programs, software, databases, or the like.
(14) "Information processing system" means an electronic
system for creating, generating, sending, receiving, storing,
displaying, or processing information.
(15) "Organic actions" means actions, notices, consents, and
signatures relating to the operation of a business entity that are
undertaken among constituents of that business entity or among
constituents of a business entity and that business entity. The
term does not include the service of process or the service of a
summons, subpoena, or other service contemplated by rules or
statutes governing trial procedure, civil procedure, or
comparable provisions.
(16) "Person" means an individual, corporation, business trust,
estate, trust, partnership, limited liability company, association,
joint venture, governmental agency, public corporation, or any
other legal or commercial entity.
(17) "Record" means information that is inscribed on a tangible
medium or that is stored in an electronic or other medium and
is retrievable in perceivable form. The term includes records
transmitted in the course of organic actions.
(18) "Security procedure" means a procedure employed for the
purpose of verifying that an electronic signature, record, or
performance is that of a specific person or for detecting changes
or errors in the information in an electronic record. The term
includes a procedure that requires the use of algorithms or other
codes, identifying words or numbers, encryption, or callback or
other acknowledgment procedures.
(19) "Transaction" means an action or set of actions relating to
the conduct of business, commercial, or governmental affairs
and occurring between two (2) or more persons. The term
includes 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), this
chapter applies to electronic records and electronic signatures that
relate to a transaction.
(b) This chapter does not apply to transactions subject to the
following 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 under
sections 201 and 202 of this chapter.
(c) This chapter applies to an electronic record or electronic
signature otherwise excluded from the application of this chapter
under subsection (b) when used for transactions subject to a law
other than those specified in subsection (b).
(d) A transaction subject to this chapter is also subject to other
applicable 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 by
agreement
Sec. 104. (a) This chapter does not require that a record or
signature be created, generated, sent, communicated, received,
stored, or otherwise processed or used by electronic means or in
electronic form.
(b) This chapter only applies to transactions between parties each
of which has agreed to conduct transactions electronically. An
agreement to conduct transactions electronically is determined from
the context and surrounding circumstances, including the parties'
conduct. A constituent of a business entity and a business entity are
presumed to have agreed to conduct organic actions electronically
unless and to the extent:
(1) the governing documents of the business entity limit or
prohibit, in whole or in part, the use of electronic signatures,
electronic records, or both; or
(2) the business entity expressly states the method, means, or
requirement by which a constituent may respond to or
participate in any organic action, including imposing a
requirement that participants use a specific form of writing,
record, or signature.
Unless and to the extent limited or prohibited in the governing
documents of a business entity, any electronic record or electronic
signature to be sent to a constituent is properly sent if sent in the
manner and to the electronic address or other means of receipt
designated by the constituent to receive the electronic record or
electronic signature as shown in the current records of the business
entity. If the electronic record is a notice, it is effective when sent.
Unless and to the extent limited or prohibited, any electronic record
or electronic signature sent by a constituent to a business entity shall
be considered properly sent if it is sent in a manner designated by the
business entity to an electronic address or other location designated
by the business entity in a publication or notice provided by the
business entity to the constituent. If the electronic record is a notice,
it is effective upon receipt. The publication or notice may be
included in the governing documents of the business entity, may be
communicated to the constituent in writing, or may be transmitted by
any other means selected by the business entity that is reasonably
likely to convey the information to the constituent. A constituent or
business entity may revoke or change any instruction regarding the
manner, electronic address, or means of receipt the person requires
for electronic records or electronic signatures by sending notice of
the change and the corresponding new information.
(c) If a party agrees to conduct a transaction electronically, this
chapter does not prohibit the party from refusing to conduct other
transactions electronically. This subsection may not be varied by
agreement.
(d) Except as otherwise provided in this chapter, the effect of any
provision of this chapter may be varied by agreement. The presence
in certain provisions of this chapter of the words "unless otherwise
agreed", or words of similar import, does not imply that the effect of
other provisions may not be varied by agreement.
(e) Whether an electronic record or electronic signature has legal
consequences is determined by this chapter, if applicable, and
otherwise 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 other
applicable law;
(2) to be consistent with reasonable practices concerning
electronic transactions and with the continued expansion of
those practices; and
(3) to effectuate its general purpose to make uniform the law
with respect to the subject of this chapter among states enacting
it. As added by P.L.62-2000, SEC.1.
IC 26-2-8-106 Legal recognition of electronic records, electronic signatures, and
electronic contracts
Sec. 106. (a) A record or signature may not be denied legal effect
or enforceability solely because it is in electronic form.
(b) A contract may not be denied legal effect or enforceability
solely because an electronic record or electronic signature was used
in its formation.
(c) If a law requires a record to be in writing, or provides
consequences 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 an
electronic record if the electronic record includes an electronic
signature. 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 transactions
electronically and a law requires a person to provide, send, or deliver
information in writing to another person, that requirement is satisfied
if the information is provided, sent, or delivered, as the case may be,
in an electronic record and the information is capable of retention by
the recipient at the time the information is received.
(b) If a law other than this chapter requires a record (i) to be
posted or displayed in a certain manner, (ii) to be sent,
communicated, or transmitted by a specified method, or (iii) to
contain information that is formatted in a certain manner, the
following rules apply:
(1) The record must be posted or displayed in the manner
specified in the other law.
(2) Except as otherwise provided in subsection (d)(2), the
record must be sent, communicated, or transmitted by the
method specified in the other law.
(3) The record must contain the information formatted in the
manner specified in the other law.
(c) An electronic record may not be sent, communicated, or
transmitted by an information processing system that inhibits the
ability 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 provide
information in writing may be varied by agreement to the extent
permitted 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 be
varied 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 is
attributable to a person if it was the act of the person. The act of the
person may be proved in any manner, including a showing of the
efficacy of any security procedure applied to determine the person to
which the electronic record or electronic signature was attributable.
(b) The effect of an electronic record or electronic signature
attributed to a person under subsection (a) is determined from the
context and surrounding circumstances at the time of its creation,
execution, or adoption, including the parties' agreement, if any, and
otherwise 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 a
transmission between parties to a transaction, the following rules
apply:
(1) If the parties have agreed to use a security procedure to
detect changes or errors and one (1) party has conformed to the
procedure, but the other party has not, and the nonconforming
party would have detected the change or error had that party
also conformed, the effect of the changed or erroneous
electronic record is avoidable by the conforming party.
(2) In an automated transaction involving an individual, the
individual may avoid the effect of an electronic record that
resulted from an error by the individual made in dealing with
the electronic agent of another person if the electronic agent did
not provide an opportunity for the prevention or correction of
the error and, at the time the individual learns of the error, the
individual:
(A) promptly notifies the other person of the error and that
the individual did not intend to be bound by the electronic
record received by the other person;
(B) takes reasonable steps, including steps that conform to
the other person's reasonable instructions, to return to the
other person or, if instructed by the other person, to destroy
the consideration received, if any, as a result of the
erroneous electronic record; and
(C) has not used or received any benefit or value from the
consideration, if any, received from the other person.
(3) If neither subdivision (1) nor subdivision (2) applies, the
change or error has the effect provided by law, including the
law 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, the
requirement is satisfied with respect to an electronic signature if an
electronic record includes, in addition to the electronic signature to
be notarized, the electronic signature of a notary public together with
all other information required to be included in a notarization by
other 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, that
requirement is met by retaining an electronic record of the
information in the record that:
(1) accurately reflects the information set forth in the record
after it was first generated in its final form as an electronic
record 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 enable
the record to be sent, communicated, or received.
(c) A person satisfies subsection (a) by using the services of any
other person if the requirements of subsection (a) are met.
(d) If a law requires a record to be presented or retained in its
original form, or provides consequences if the record is not presented
or retained in its original form, that law is satisfied by an electronic
record retained in accordance with subsection (a).
(e) If a law requires retention of a check, that requirement is
satisfied by retention of an electronic record of the information on
the front and back of the check in accordance with subsection (a).
(f) A record retained as an electronic record in accordance with
subsection (a) satisfies a law requiring a person to retain records for
evidentiary, audit, or like purposes, unless a law enacted after July
1, 2000, specifically prohibits the use of an electronic record for a
specified purpose.
(g) This section does not preclude a governmental agency from
specifying 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 record
or electronic signature may not be excluded because it is an
electronic record or electronic signature or it is not an original or is
not 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 same
effect as if the record were not electronic, but an acceptance of the
offer 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 electronic
agents of the parties even if no individual was aware of or
reviewed the electronic agents' actions or the resulting terms
and agreements.
(2) A contract may be formed by the interaction of an electronic
agent and an individual, acting on the individual's own behalf
or for another person, including by an interaction in which the
individual performs actions that the individual is free to refuse
to perform and which the individual knows or has reason to
know will cause the electronic agent to complete the transaction
or performance.
(c) The terms of a contract are determined by the substantive law
applicable 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 the
recipient, an electronic record is sent when the information is
addressed or otherwise directed properly to the recipient and either:
(1) enters an information processing system outside the control
of the sender or of a person that sent the electronic record on
behalf of the sender; or
(2) enters a region of an information processing system that is
under 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 recipient
has designated or uses for the purpose of receiving electronic
records or information of the type sent from which the recipient
is able to retrieve the electronic record; and
(2) the electronic record is in a form capable of being processed
by that system.
(c) Subsection (b) applies even if the place the information
processing system is located is different from the place the electronic
record is deemed to be received under subsection (d).
(d) Unless otherwise expressly provided in the electronic record
or agreed between the sender and the recipient, an electronic record
is deemed to be sent from the sender's place of business and is
deemed to be received at the recipient's place of business. For
purposes of this subsection, the following rules apply:
(1) If the sender or recipient has more than one (1) place of
business, the place of business of that person is that which has
the closest relationship to the underlying transaction.
(2) If the sender or the recipient does not have a place of
business, the place of business is the sender's or recipient's
residence, as the case may be.
(e) An electronic record is effective when received even if no
individual is aware of its receipt.
(f) Receipt of an electronic acknowledgment from an information
processing system described in subsection (b) establishes that a
record was received but, in itself, does not establish that the content
sent corresponds to the content received.
(g) If a law other than this chapter requires that a record be sent
or received, the requirement is satisfied by an electronic record only
if it is sent in accordance with subsection (a) or received in
accordance with subsection (b). If a person is aware that an
electronic record purportedly sent under subsection (a), or
purportedly received under subsection (b), was not actually sent or
received, the legal effect of the sending or receipt is determined by
other 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 an
electronic record that:
(1) would be a note under IC 26-1-3.1 or a document under
IC 26-1-7, if the electronic record were in writing; and
(2) the issuer of the electronic record expressly has agreed is
subject to this chapter.
(b) A person has control of a transferable record if a system
employed for evidencing the transfer of interests in the transferable
record reliably establishes that person as the person to whom the
transferable record has been issued or transferred.
(c) A system satisfies subsection (a), and a person is deemed to
have control of a transferable record, if the record or records are
created, stored, and assigned in such a manner that:
(1) a single authoritative copy of the record or records exists
that is unique, identifiable, and except as otherwise provided in
subdivisions (4), (5), and (6), unalterable;
(2) the authoritative copy identifies the person asserting control
as the assignee of the record or records;
(3) the authoritative copy is communicated to and maintained
by the person asserting control or its designated custodian;
(4) copies or revisions that add or change an identified assignee
of the authoritative copy can be made only with the consent of
the person asserting control;
(5) each copy of the authoritative copy and any copy of a copy
is readily identifiable as a copy that is not the authoritative
copy; and
(6) any revision of the authoritative copy is readily identifiable
as an authorized or unauthorized revision.
(d) Except as otherwise agreed, a person having control of a
transferable record is the holder, as defined in IC 26-1-1-201(20), of
the transferable record and has the same rights and defenses as a
holder 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 and
defenses of a holder in due course, a holder to which a negotiable
document of title has been duly negotiated, or a purchaser,
respectively. Delivery, possession, and endorsement are not required
to obtain or exercise any of the rights in this subsection.
(e) Except as otherwise agreed, obligors under a transferable
record have the same rights and defenses as equivalent obligors
under 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 shall
provide reasonable proof that the person is in control of the
transferable record. This proof may include access to the
authoritative copy of the transferable record and related business
records sufficient to review the terms of the transferable record and
establish the identity of the person in control of the transferable
record. 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 a
consent, an approval, or an authorization between an individual and
a person.
(b) As used in this section, "electronic identification" means the
electronic identification system for form, location, and endorsement
that is specified in subsection (d).
(c) Electronic signature authentication and identification may be
used for an individual who participates in agreements, authorizations,
contracts, records, or transactions that involve individually
identifiable health information, including medical records and record
keeping, transfer of medical records, medical billing, health care
proxies, health care directives, consent to medical treatment, medical
research, and organ and tissue donation or procurement.
(d) The electronic authentication and identification under
subsection (c) may be accomplished by an interactive system of
security procedures that include any of the following:
(1) A tamper proof electric appliance that receives input of
unique identification numbers, unique biometric identifiers, or
location devices.
(2) A computerized authentication process for biometric
identifiers that is linked to the appropriate identification
numbers upon receipt of the identifiers.
(3) Transmission of verification of the identifiers to a securely
maintained electronic repository.
No provision in this section may be construed to supersede or
preempt applicable federal and state law, including the Indiana
Uniform Electronic Transactions Act (IC 26-2-8), the Health
Insurance Portability and Accountability Act of 1996 and associated
regulations, 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 of
written records by governmental agency
Sec. 201. Each governmental agency shall determine whether, and
the extent to which, the governmental agency will create and retain
electronic 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 governmental
agencies
Sec. 202. (a) Except as otherwise provided in section 111(f) of
this chapter, each governmental agency shall determine whether, and
the extent to which, it will send and accept electronic records and
electronic signatures to and from other persons and otherwise create,
generate, communicate, store, process, use, and rely upon electronic
records and electronic signatures.
(b) To the extent that a governmental agency uses electronic
records and electronic signatures under subsection (a), the
governmental agency, giving due consideration to security, may
specify:
(1) the manner and format in which the electronic records must
be created, generated, sent, communicated, received, and stored
and the systems established for such purposes;
(2) if electronic records must be electronically signed, the type
of electronic signature required, the manner and format in
which the electronic signature must be affixed to the electronic
record, and the identity of, or criteria that must be met by, any
third party used by a person filing a document to facilitate the
process;
(3) control processes and procedures as appropriate to ensure
adequate preservation, disposition, integrity, security,
confidentiality, and auditability of electronic records; and
(4) any other required attributes for electronic records that are
specified for corresponding nonelectronic records or reasonably
necessary 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 permit
the 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 under
section 202 of this chapter must encourage and promote consistency
and interoperability with similar requirements adopted by:
(1) other governmental agencies;
(2) other states;
(3) the federal government; and
(4) nongovernmental persons interacting with governmental
agencies.
If appropriate, those standards must specify differing levels of
standards from which governmental agencies may choose in
implementing the most appropriate standard for a particular
application. 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 any
person or circumstance is held invalid, the invalidity does not affect
other provisions or applications of this chapter that can be given
effect without the invalid provision or application, and to this end the
provisions 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 electronic
signature created, generated, sent, communicated, received, or stored
after June 30, 2000. As added by P.L.62-2000, SEC.1.
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 Electronic
Transactions 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, as
found in their language or inferred from other circumstances
and from rules, regulations, and procedures given the effect of
agreements under laws otherwise applicable to a particular
transaction.
(2) "Automated transaction" means a transaction conducted or
performed, in whole or in part, by electronic means or
electronic records in which the acts or records of one (1) or both
parties are not reviewed by an individual in the ordinary course
in forming a contract, performing under an existing contract, or
fulfilling an obligation required by the transaction.
(3) "Business entity" means a corporation, nonprofit
corporation, limited liability company, limited liability
partnership, limited partnership, business trust, real estate
investment trust, or any other entity that is formed under the
requirements of applicable Indiana law.
(4) "Computer program" means a set of statements or
instructions to be used directly or indirectly in an information
processing system in order to bring about a certain result.
(5) "Constituent" means a person who holds a position defined
in the business entity's organic law that permits the person,
directly or indirectly, to own, manage, or operate a business
entity either alone or with others. The term includes officers,
directors, shareholders, members, managers, general partners,
limited partners, partners, and persons occupying a similar
status or performing similar functions for a business entity.
(6) "Contract" means the total legal obligation resulting from
the parties' agreement as affected by this chapter and other
applicable law.
(7) "Electronic" means relating to technology having electrical,
digital, magnetic, wireless, optical, electromagnetic, or similar
capabilities.
(8) "Electronic agent" means a computer program or an
electronic or other automated means used to initiate an action
or respond to electronic records or performances in whole or in
part without review by an individual at the time of the action or
response.
(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 electronic
record and executed or adopted by a person with the intent to
sign the electronic record.
(11) "Governing documents" means the publicly filed and
nonpublicly filed organic documents of a business entity.
(12) "Governmental agency" means an executive, legislative, or
judicial agency, department, board, commission, authority,
institution, instrumentality, or other political subdivision of the
state.
(13) "Information" means data, text, images, sounds, codes,
computer programs, software, databases, or the like.
(14) "Information processing system" means an electronic
system for creating, generating, sending, receiving, storing,
displaying, or processing information.
(15) "Organic actions" means actions, notices, consents, and
signatures relating to the operation of a business entity that are
undertaken among constituents of that business entity or among
constituents of a business entity and that business entity. The
term does not include the service of process or the service of a
summons, subpoena, or other service contemplated by rules or
statutes governing trial procedure, civil procedure, or
comparable provisions.
(16) "Person" means an individual, corporation, business trust,
estate, trust, partnership, limited liability company, association,
joint venture, governmental agency, public corporation, or any
other legal or commercial entity.
(17) "Record" means information that is inscribed on a tangible
medium or that is stored in an electronic or other medium and
is retrievable in perceivable form. The term includes records
transmitted in the course of organic actions.
(18) "Security procedure" means a procedure employed for the
purpose of verifying that an electronic signature, record, or
performance is that of a specific person or for detecting changes
or errors in the information in an electronic record. The term
includes a procedure that requires the use of algorithms or other
codes, identifying words or numbers, encryption, or callback or
other acknowledgment procedures.
(19) "Transaction" means an action or set of actions relating to
the conduct of business, commercial, or governmental affairs
and occurring between two (2) or more persons. The term
includes 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), this
chapter applies to electronic records and electronic signatures that
relate to a transaction.
(b) This chapter does not apply to transactions subject to the
following 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 under
sections 201 and 202 of this chapter.
(c) This chapter applies to an electronic record or electronic
signature otherwise excluded from the application of this chapter
under subsection (b) when used for transactions subject to a law
other than those specified in subsection (b).
(d) A transaction subject to this chapter is also subject to other
applicable 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 by
agreement
Sec. 104. (a) This chapter does not require that a record or
signature be created, generated, sent, communicated, received,
stored, or otherwise processed or used by electronic means or in
electronic form.
(b) This chapter only applies to transactions between parties each
of which has agreed to conduct transactions electronically. An
agreement to conduct transactions electronically is determined from
the context and surrounding circumstances, including the parties'
conduct. A constituent of a business entity and a business entity are
presumed to have agreed to conduct organic actions electronically
unless and to the extent:
(1) the governing documents of the business entity limit or
prohibit, in whole or in part, the use of electronic signatures,
electronic records, or both; or
(2) the business entity expressly states the method, means, or
requirement by which a constituent may respond to or
participate in any organic action, including imposing a
requirement that participants use a specific form of writing,
record, or signature.
Unless and to the extent limited or prohibited in the governing
documents of a business entity, any electronic record or electronic
signature to be sent to a constituent is properly sent if sent in the
manner and to the electronic address or other means of receipt
designated by the constituent to receive the electronic record or
electronic signature as shown in the current records of the business
entity. If the electronic record is a notice, it is effective when sent.
Unless and to the extent limited or prohibited, any electronic record
or electronic signature sent by a constituent to a business entity shall
be considered properly sent if it is sent in a manner designated by the
business entity to an electronic address or other location designated
by the business entity in a publication or notice provided by the
business entity to the constituent. If the electronic record is a notice,
it is effective upon receipt. The publication or notice may be
included in the governing documents of the business entity, may be
communicated to the constituent in writing, or may be transmitted by
any other means selected by the business entity that is reasonably
likely to convey the information to the constituent. A constituent or
business entity may revoke or change any instruction regarding the
manner, electronic address, or means of receipt the person requires
for electronic records or electronic signatures by sending notice of
the change and the corresponding new information.
(c) If a party agrees to conduct a transaction electronically, this
chapter does not prohibit the party from refusing to conduct other
transactions electronically. This subsection may not be varied by
agreement.
(d) Except as otherwise provided in this chapter, the effect of any
provision of this chapter may be varied by agreement. The presence
in certain provisions of this chapter of the words "unless otherwise
agreed", or words of similar import, does not imply that the effect of
other provisions may not be varied by agreement.
(e) Whether an electronic record or electronic signature has legal
consequences is determined by this chapter, if applicable, and
otherwise 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 other
applicable law;
(2) to be consistent with reasonable practices concerning
electronic transactions and with the continued expansion of
those practices; and
(3) to effectuate its general purpose to make uniform the law
with respect to the subject of this chapter among states enacting
it. As added by P.L.62-2000, SEC.1.
IC 26-2-8-106 Legal recognition of electronic records, electronic signatures, and
electronic contracts
Sec. 106. (a) A record or signature may not be denied legal effect
or enforceability solely because it is in electronic form.
(b) A contract may not be denied legal effect or enforceability
solely because an electronic record or electronic signature was used
in its formation.
(c) If a law requires a record to be in writing, or provides
consequences 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 an
electronic record if the electronic record includes an electronic
signature. 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 transactions
electronically and a law requires a person to provide, send, or deliver
information in writing to another person, that requirement is satisfied
if the information is provided, sent, or delivered, as the case may be,
in an electronic record and the information is capable of retention by
the recipient at the time the information is received.
(b) If a law other than this chapter requires a record (i) to be
posted or displayed in a certain manner, (ii) to be sent,
communicated, or transmitted by a specified method, or (iii) to
contain information that is formatted in a certain manner, the
following rules apply:
(1) The record must be posted or displayed in the manner
specified in the other law.
(2) Except as otherwise provided in subsection (d)(2), the
record must be sent, communicated, or transmitted by the
method specified in the other law.
(3) The record must contain the information formatted in the
manner specified in the other law.
(c) An electronic record may not be sent, communicated, or
transmitted by an information processing system that inhibits the
ability 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 provide
information in writing may be varied by agreement to the extent
permitted 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 be
varied 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 is
attributable to a person if it was the act of the person. The act of the
person may be proved in any manner, including a showing of the
efficacy of any security procedure applied to determine the person to
which the electronic record or electronic signature was attributable.
(b) The effect of an electronic record or electronic signature
attributed to a person under subsection (a) is determined from the
context and surrounding circumstances at the time of its creation,
execution, or adoption, including the parties' agreement, if any, and
otherwise 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 a
transmission between parties to a transaction, the following rules
apply:
(1) If the parties have agreed to use a security procedure to
detect changes or errors and one (1) party has conformed to the
procedure, but the other party has not, and the nonconforming
party would have detected the change or error had that party
also conformed, the effect of the changed or erroneous
electronic record is avoidable by the conforming party.
(2) In an automated transaction involving an individual, the
individual may avoid the effect of an electronic record that
resulted from an error by the individual made in dealing with
the electronic agent of another person if the electronic agent did
not provide an opportunity for the prevention or correction of
the error and, at the time the individual learns of the error, the
individual:
(A) promptly notifies the other person of the error and that
the individual did not intend to be bound by the electronic
record received by the other person;
(B) takes reasonable steps, including steps that conform to
the other person's reasonable instructions, to return to the
other person or, if instructed by the other person, to destroy
the consideration received, if any, as a result of the
erroneous electronic record; and
(C) has not used or received any benefit or value from the
consideration, if any, received from the other person.
(3) If neither subdivision (1) nor subdivision (2) applies, the
change or error has the effect provided by law, including the
law 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, the
requirement is satisfied with respect to an electronic signature if an
electronic record includes, in addition to the electronic signature to
be notarized, the electronic signature of a notary public together with
all other information required to be included in a notarization by
other 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, that
requirement is met by retaining an electronic record of the
information in the record that:
(1) accurately reflects the information set forth in the record
after it was first generated in its final form as an electronic
record 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 enable
the record to be sent, communicated, or received.
(c) A person satisfies subsection (a) by using the services of any
other person if the requirements of subsection (a) are met.
(d) If a law requires a record to be presented or retained in its
original form, or provides consequences if the record is not presented
or retained in its original form, that law is satisfied by an electronic
record retained in accordance with subsection (a).
(e) If a law requires retention of a check, that requirement is
satisfied by retention of an electronic record of the information on
the front and back of the check in accordance with subsection (a).
(f) A record retained as an electronic record in accordance with
subsection (a) satisfies a law requiring a person to retain records for
evidentiary, audit, or like purposes, unless a law enacted after July
1, 2000, specifically prohibits the use of an electronic record for a
specified purpose.
(g) This section does not preclude a governmental agency from
specifying 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 record
or electronic signature may not be excluded because it is an
electronic record or electronic signature or it is not an original or is
not 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 same
effect as if the record were not electronic, but an acceptance of the
offer 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 electronic
agents of the parties even if no individual was aware of or
reviewed the electronic agents' actions or the resulting terms
and agreements.
(2) A contract may be formed by the interaction of an electronic
agent and an individual, acting on the individual's own behalf
or for another person, including by an interaction in which the
individual performs actions that the individual is free to refuse
to perform and which the individual knows or has reason to
know will cause the electronic agent to complete the transaction
or performance.
(c) The terms of a contract are determined by the substantive law
applicable 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 the
recipient, an electronic record is sent when the information is
addressed or otherwise directed properly to the recipient and either:
(1) enters an information processing system outside the control
of the sender or of a person that sent the electronic record on
behalf of the sender; or
(2) enters a region of an information processing system that is
under 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 recipient
has designated or uses for the purpose of receiving electronic
records or information of the type sent from which the recipient
is able to retrieve the electronic record; and
(2) the electronic record is in a form capable of being processed
by that system.
(c) Subsection (b) applies even if the place the information
processing system is located is different from the place the electronic
record is deemed to be received under subsection (d).
(d) Unless otherwise expressly provided in the electronic record
or agreed between the sender and the recipient, an electronic record
is deemed to be sent from the sender's place of business and is
deemed to be received at the recipient's place of business. For
purposes of this subsection, the following rules apply:
(1) If the sender or recipient has more than one (1) place of
business, the place of business of that person is that which has
the closest relationship to the underlying transaction.
(2) If the sender or the recipient does not have a place of
business, the place of business is the sender's or recipient's
residence, as the case may be.
(e) An electronic record is effective when received even if no
individual is aware of its receipt.
(f) Receipt of an electronic acknowledgment from an information
processing system described in subsection (b) establishes that a
record was received but, in itself, does not establish that the content
sent corresponds to the content received.
(g) If a law other than this chapter requires that a record be sent
or received, the requirement is satisfied by an electronic record only
if it is sent in accordance with subsection (a) or received in
accordance with subsection (b). If a person is aware that an
electronic record purportedly sent under subsection (a), or
purportedly received under subsection (b), was not actually sent or
received, the legal effect of the sending or receipt is determined by
other 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 an
electronic record that:
(1) would be a note under IC 26-1-3.1 or a document under
IC 26-1-7, if the electronic record were in writing; and
(2) the issuer of the electronic record expressly has agreed is
subject to this chapter.
(b) A person has control of a transferable record if a system
employed for evidencing the transfer of interests in the transferable
record reliably establishes that person as the person to whom the
transferable record has been issued or transferred.
(c) A system satisfies subsection (a), and a person is deemed to
have control of a transferable record, if the record or records are
created, stored, and assigned in such a manner that:
(1) a single authoritative copy of the record or records exists
that is unique, identifiable, and except as otherwise provided in
subdivisions (4), (5), and (6), unalterable;
(2) the authoritative copy identifies the person asserting control
as the assignee of the record or records;
(3) the authoritative copy is communicated to and maintained
by the person asserting control or its designated custodian;
(4) copies or revisions that add or change an identified assignee
of the authoritative copy can be made only with the consent of
the person asserting control;
(5) each copy of the authoritative copy and any copy of a copy
is readily identifiable as a copy that is not the authoritative
copy; and
(6) any revision of the authoritative copy is readily identifiable
as an authorized or unauthorized revision.
(d) Except as otherwise agreed, a person having control of a
transferable record is the holder, as defined in IC 26-1-1-201(20), of
the transferable record and has the same rights and defenses as a
holder 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 and
defenses of a holder in due course, a holder to which a negotiable
document of title has been duly negotiated, or a purchaser,
respectively. Delivery, possession, and endorsement are not required
to obtain or exercise any of the rights in this subsection.
(e) Except as otherwise agreed, obligors under a transferable
record have the same rights and defenses as equivalent obligors
under 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 shall
provide reasonable proof that the person is in control of the
transferable record. This proof may include access to the
authoritative copy of the transferable record and related business
records sufficient to review the terms of the transferable record and
establish the identity of the person in control of the transferable
record. 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 a
consent, an approval, or an authorization between an individual and
a person.
(b) As used in this section, "electronic identification" means the
electronic identification system for form, location, and endorsement
that is specified in subsection (d).
(c) Electronic signature authentication and identification may be
used for an individual who participates in agreements, authorizations,
contracts, records, or transactions that involve individually
identifiable health information, including medical records and record
keeping, transfer of medical records, medical billing, health care
proxies, health care directives, consent to medical treatment, medical
research, and organ and tissue donation or procurement.
(d) The electronic authentication and identification under
subsection (c) may be accomplished by an interactive system of
security procedures that include any of the following:
(1) A tamper proof electric appliance that receives input of
unique identification numbers, unique biometric identifiers, or
location devices.
(2) A computerized authentication process for biometric
identifiers that is linked to the appropriate identification
numbers upon receipt of the identifiers.
(3) Transmission of verification of the identifiers to a securely
maintained electronic repository.
No provision in this section may be construed to supersede or
preempt applicable federal and state law, including the Indiana
Uniform Electronic Transactions Act (IC 26-2-8), the Health
Insurance Portability and Accountability Act of 1996 and associated
regulations, 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 of
written records by governmental agency
Sec. 201. Each governmental agency shall determine whether, and
the extent to which, the governmental agency will create and retain
electronic 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 governmental
agencies
Sec. 202. (a) Except as otherwise provided in section 111(f) of
this chapter, each governmental agency shall determine whether, and
the extent to which, it will send and accept electronic records and
electronic signatures to and from other persons and otherwise create,
generate, communicate, store, process, use, and rely upon electronic
records and electronic signatures.
(b) To the extent that a governmental agency uses electronic
records and electronic signatures under subsection (a), the
governmental agency, giving due consideration to security, may
specify:
(1) the manner and format in which the electronic records must
be created, generated, sent, communicated, received, and stored
and the systems established for such purposes;
(2) if electronic records must be electronically signed, the type
of electronic signature required, the manner and format in
which the electronic signature must be affixed to the electronic
record, and the identity of, or criteria that must be met by, any
third party used by a person filing a document to facilitate the
process;
(3) control processes and procedures as appropriate to ensure
adequate preservation, disposition, integrity, security,
confidentiality, and auditability of electronic records; and
(4) any other required attributes for electronic records that are
specified for corresponding nonelectronic records or reasonably
necessary 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 permit
the 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 under
section 202 of this chapter must encourage and promote consistency
and interoperability with similar requirements adopted by:
(1) other governmental agencies;
(2) other states;
(3) the federal government; and
(4) nongovernmental persons interacting with governmental
agencies.
If appropriate, those standards must specify differing levels of
standards from which governmental agencies may choose in
implementing the most appropriate standard for a particular
application. 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 any
person or circumstance is held invalid, the invalidity does not affect
other provisions or applications of this chapter that can be given
effect without the invalid provision or application, and to this end the
provisions 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 electronic
signature created, generated, sent, communicated, received, or stored
after June 30, 2000. As added by P.L.62-2000, SEC.1.
