Devoted to Corporate Attorneys, Corporate Lawyers, and Corporate Counsel

The following is not meant to be legal advice.

On July 18, 2007, the Ninth Circuit issued its decision in Douglas v. United States District Court for the Central District of California, No. 06-75424.  The case issue was on  whether a service provider may change the terms of its service contract by posting a revised contract on its website without providing additional notice.

The court held that posting a revised contract to the website was inadequate notice and the service provider's customers were not bound by the revised terms. A party to a contract cannot unilaterally change the terms of the contract without the other party's consent. The court stated that a party cannot assent to an offer unless it knows of its existence and cannot accept the offer until it is brought to the party’s attention.

Continued use of the service by Douglas could not be considered assent without his receiving notice of the revisions.