Clickwrap: Meaning and Click-to-Sign Agreements

What is clickwrap?

Clickwrap is an online agreement process in which a person actively accepts identified terms, typically by checking an agreement box or clicking a clearly labeled acceptance button. Its defining feature is an explicit act of assent, rather than the appearance of a signature.

Clickwrap versus click-to-sign

“Click-to-sign” describes an interaction used to sign electronically. Clickwrap concerns accepting presented contractual terms. The two can overlap, but not every click means acceptance and not every electronic signature uses clickwrap.

A button labeled “Continue” does not explain its contractual meaning on its own. In Berman v. Freedom Financial Network, the US Ninth Circuit examined notice and assent under the applicable contract law and rejected the agreement presented by the interfaces at issue. That decision illustrates the importance of conspicuous terms and unambiguous acceptance; it is not a universal guarantee that one checkbox design is enforceable.

What evidence should the process retain?

Retain the terms version, the notice presented, the acceptance action and its associated record. A completed checkbox without that context may leave uncertainty about what was accepted.

An acceptance click does not establish QES status or that the person is an authorized representative. Those are separate questions about signature level and authority.