Electronic contracts and signatures
Electronic contract availability
Are electronic contracts legally valid in your jurisdiction? If so, what rules and restrictions govern their formation (including any mandatory or prohibited provisions and contract formats)?
Following Austria’s ‘freedom of form’ principle, electronic contracts are generally legally valid and binding. For contracts that are subject to handwriting, a qualified electronic signature may be used as an equivalent.
However, some special formal requirements are provided by the E-commerce Act and the Remote and External Business Act. For consumers, a mechanism must be provided where the customer presses a button expressly stating an obligation to pay when ordering. Nevertheless, these special provisions do not directly affect the conclusion or legal validity of contracts, but contain either mere rules of ordinance – the infringement of which requires compensation, is punishable and could possibly be anti-competitive – or lead to additional rights granted to the consumer (eg, the right of withdrawal).
Are there any limitations or restrictions on transactions that can be concluded through electronic contracts?
Restrictions apply to certain contracts where formal requirements must be met for the contract to be fully legally binding. For instance, a handwritten signature is required for guarantees and special formal requirements apply to testamentary dispositions.
However, according to the Signature Act, the written form may be substituted by way of a qualified electronic signature.
Do any data retention requirements apply to electronic contracts?
There are no special provisions for the retention of electronic contracts. Thus, the general retention obligations apply. According to Sections 190 and 212 of the Company Law Act and Section 132 of the Federal Fiscal Code, all documents relevant for bookkeeping and fiscal purposes, as well as business letters (including contracts, electronic contracts and business-relevant electronic communication such as emails), must be retained for a minimum period of seven years starting from the end of the relevant calendar year.
Are any special remedies available for the breach of electronic contracts?
No. In case of a breach of electronic contracts, the rules of the General Civil Code apply (ie, warranty, damages, recession of the contract and termination). There are no special remedy rules regarding electronic contracts.
Are electronic signatures legally valid in your jurisdiction? If so, what rules and restrictions govern their use?
In Austria, the use of electronic signatures is legally valid. The use of a qualified electronic signature replaces a traditional handwritten signature. In addition, an electronic signature also ensures that the electronically signed contract cannot be altered afterwards and thus establishes confidence. Electronic signatures are governed by the Signature Act.