Circular No. 09/2008/TT-BCT guiding the E-commerce Decree on providing information and concluding contracts on e-commerce websites

CIRCULAR

Guidelines for the Decree on E-commerce regarding the provision of information and

 the conclusion of contracts on e-commerce websites

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Pursuant to Decree No. 189/2007/ND-CP dated December 27, 2007, issued by the Government, detailing the functions, tasks, powers, and organizational structure of the Ministry of Industry and Trade;

Pursuant to Decree No. 57/2006/NĐ-CP dated June 9, 2006 of the Government on e-commerce;

The Ministry of Industry and Trade guides the provision of information and the conclusion of contracts on e-commerce websites as follows:

I. GENERAL PROVISIONS

This Circular applies to units under the Ministry of Education and Training; departments of education and training, education and training divisions; preschool education institutions, general education institutions, regular education institutions, teacher training colleges, college of education, universities, universities, academies, other educational institutions, and related organizations and individuals (hereinafter referred to collectively as agencies and units).

a) These Circulars regulate the provision of information and the conclusion of contracts on e-commerce websites.

b) These Circulars apply to:

- Business operators using e-commerce websites to sell goods or provide services (hereinafter referred to as business operators);

- Organizations and individuals participating in transactions with business operators on e-commerce websites (hereinafter referred to as customers);

- Organizations and individuals owning e-commerce websites (hereinafter referred to as website owners).

2. Explanation of terms

In this Circular, the following terms are understood as follows:

a) E-commerce website is an electronic information page serving commercial activities and related commercial activities.

b) Online order placement function is a feature installed on an e-commerce website that allows customers to initiate or respond to data messages to conclude contracts with business operators according to terms announced on the website.

c) Hyperlinkis an element of an electronic information page that, when selected, directs the user to another area within the same page or to another electronic information page.

d) Meta-tag description is a keyword embedded into an electronic information page, this keyword is not displayed on the screen but can be read by search tools when searching for relevant pages associated with that keyword.

3. Acts violating laws on the provision of information and the conclusion of contracts on e-commerce websites

a) Business operators and website owners must comply with the provisions of Article 16 of Decree No. 57/2006/NĐ-CP dated June 9, 2006 of the Government on e-commerce regarding acts violating e-commerce laws.

b) In the provision of information and the conclusion of contracts on e-commerce websites, business operators and website owners shall not provide false information or take other technical measures to commit acts violating the law, including:

- Concealing hyperlinks and advertising symbols under forms that make customers unable to recognize them as having advertising content behind the hyperlink or symbol;

- Using symbols of reputable e-commerce website evaluation and ranking programs on their websites without being officially recognized by those programs;

- Using hyperlinks, symbols, or online technologies to cause confusion about the relationship between business operators and other organizations or individuals;

- Using hyperlinks to provide information contrary or inconsistent with the information published in the website section where the hyperlink is attached;

- Using meta-tags as common search keywords unrelated to the website content, or containing the names of reputable businesses or products causing confusion to consumers and affecting the legitimate rights and interests of other organizations or individuals;

- Interfering with operating systems and internet browsers on computers accessing the website to force customers to stay on the website against their wishes.

II. CONCLUSION OF CONTRACTS USING THE ONLINE ORDER PLACEMENT FUNCTION ON E-COMMERCE WEBSITES

4. Notification of the proposal to conclude a contract by the business operator

If an e-commerce website has an online order placement function for specific goods or services introduced on the website, then the information introducing the goods or services and related terms are considered as the notification of the proposal to conclude a contract by the business operator owning such goods or services.

5. Customer's proposal to conclude a contract

An electronic document initiated and sent by the customer using the online order placement function is considered as the customer's proposal to conclude a contract for the goods or services linked to that online order placement function.

6. Response to the customer's proposal to conclude a contract

a) When accepting the proposal to conclude a contract, the business operator must provide the customer with the following information:

- A list of all goods or services ordered by the customer, quantity, price of each product, and total contract value;

- Delivery time or service provision period;

- Contact information for the customer to inquire about the contract implementation status if necessary.

b) A response rejecting the proposal to conclude a contract must clearly state the reasons.

c) Responses to proposals to conclude a contract must be made in a form suitable for storage, printing in the customer's information system, and display later.

7. Termination of the proposal to conclude a contract

a) In cases where the website announces a deadline for responding to proposals to conclude a contract, if the customer does not receive a response from the business operator by the end of this period, the customer's proposal to conclude a contract ceases to be effective.

Acceptance responses after this period constitute a new proposal to conclude a contract from the business operator.

b) In cases where the website does not clearly announce a deadline for responding to proposals to conclude a contract, if the customer does not receive a response to the proposal to conclude a contract within eight working hours from sending the proposal, the customer's proposal to conclude a contract is deemed to have ceased to be effective.

8. Time of contract conclusion when using the online order placement function on e-commerce websites

The time of contract conclusion is the time when the customer receives the business operator's acceptance response to the proposal to conclude a contract as stipulated in point a, Clause 6 of these Circulars.

9. Legal validity of contracts concluded through the online order placement function

Contracts concluded through interaction between customers and the online order placement function on e-commerce websites are not denied legal validity solely because there is no direct inspection or intervention by the business operator in each step of the contract conclusion process.

10. Provide the terms of the contract when using the online ordering function on the e-commerce website.

E-commerce websites with an online ordering function must provide customers with information about the terms of the contract as stipulated in Section III of this Circular before the customer submits a request to enter into a contract.

III. PROVIDING INFORMATION ABOUT THE TERMS OF CONTRACTS ON E-COMMERCE WEBSITES

11. Principles for providing information on e-commerce websites

E-commerce websites must provide complete information about traders, goods, services, and the terms of purchase contracts applicable to goods and services introduced on the website, as prescribed from Clause 12 to Clause 16 of this Circular.

Such information must meet the following conditions:

a) Clear, accurate, easy to find, and easy to understand.

b) Arranged in corresponding sections on the website and accessible through online methods.

c) Capable of being stored, printed, and displayed later.

d) Clearly displayed to customers before the customer submits a request to enter into a contract.

12. Information about goods and services

For any goods or services introduced on an e-commerce website, traders must provide information that enables customers to accurately determine the characteristics of the goods or services to avoid misunderstandings when making decisions to enter into a contract.

13. Information about prices

a) Information about the price of goods or services, if available, must clearly indicate whether the price includes related costs associated with the sale of goods or services such as taxes, packaging fees, shipping fees, and other incidental costs.

b) For long-term service supply contracts, the website must provide information about the fee calculation method and periodic payment mechanism.

14. Information about transaction terms

Traders must disclose general transaction terms applicable to goods or services introduced on the website, including:

a) Any conditions or limitations, if any, in the provision of goods or services, such as time limits or geographic scope.

b) Return policy, including return deadlines, methods for returning or exchanging purchased items, refund procedures, and costs associated with these transactions.

c) Product warranty policy, if any.

d) Service standards, service delivery processes, fee schedules, and other terms related to service provision, including any conditions and limitations.

đ) Obligations of the trader and obligations of the customer in each transaction.

15. Information about transportation and delivery

Traders must disclose the following information about the conditions of transportation and delivery applicable to goods or services introduced on the website:

a) Methods of delivery or service provision.

b) Estimated delivery or service provision timeframes, taking into account geographical distance and delivery methods.

c) Geographic limitations for delivery or service provision, if any.

d) In case of delays in delivery or service provision, timely information must be provided to customers and opportunities created for customers to cancel the contract if desired.

16. Information about payment methods

a) Traders must disclose all payment methods applicable to goods or services offered on the website, accompanied by clear and accurate explanations so that customers can understand and choose appropriate payment methods.

b) If traders apply online payment methods, the website must have mechanisms to initiate and store electronic documents containing detailed information about each transaction conducted via this method, while also facilitating customers to view, print, and store documents at the time of creation.

IV. PROTECTING CUSTOMER RIGHTS IN CONTRACTUAL AGREEMENTS ON E-COMMERCE WEBSITES

17. Information about traders and website owners

a) Traders and website owners must disclose the following minimum information on the website:

- Name, headquarters address;

- Business registration certificate number, date of issuance, and issuing authority;

- Telephone number, email address, or another online contact method.

b) Information about the website owner must be displayed on the homepage of the website.

18. Mechanism for reviewing and confirming contract content

The website must have a mechanism allowing customers to review, supplement, modify, and confirm transaction content before using the online ordering function to submit a request to enter into a contract. This review and confirmation mechanism must satisfy the following conditions:

a) Displaying basic information related to the transaction to the customer, including:

- Name of goods or services, quantity, and type, method and timeframe for delivery or service provision;

- Total value of the contract and details related to the chosen payment method;

This information must be capable of being stored and printed on the customer's information system and displayed later.

b) Allowing customers, after reviewing the information in point a, to choose to cancel the transaction or confirm the request to enter into a contract.

19. Termination procedure for long-term online service supply contracts

a) E-commerce websites providing long-term online services must create conditions for customers to terminate contracts quickly and conveniently when their need for the service ends.

b) E-commerce websites must:

- Disclose transparent and complete information about the termination procedure;

- Provide a convenient tool for customers to send notifications requesting contract termination;

- Have a timely response mechanism to customer requests to terminate contracts.

20. Resolving disputes related to contracts concluded on e-commerce websites

a) Traders must disclose on the website specific mechanisms and procedures for resolving customer complaints related to contracts concluded on the website.

b) The resolution of disputes between merchants and customers during the performance of contracts must be based on the terms of the contract published on the website at the time of contract formation and relevant legal provisions.

c) Merchants shall not take advantage of their advantages in the electronic environment to unilaterally resolve disputes without the consent of the customer.

21. Protection of personal information of customers on e-commerce websites

The collection and use of personal information on e-commerce websites must comply with the following regulations:

a) Clearly notify on the homepage, or provide immediately on the homepage a mechanism for customers to access and understand in detail the personal information protection policy on this website.

b) The collection and use of personal information of each customer must be with the consent of that customer, except where otherwise provided by law.

c) The request for consent from customers must be conducted through a separate step for customers to choose to accept or reject. A default opt-in mechanism for customers shall not be established.

22. Full and truthful information about certification as a reputable e-commerce website

If an e-commerce website announces its certification as a reputable e-commerce website, or participates in any rating, ranking program, or similar activity that enhances the reputation of the website, then such website must provide customers with accurate information about the purpose, scope, target group, and evaluation criteria of these programs.

V. ENFORCEMENT AND IMPLEMENTATION

23. Handling of violations

a) Merchants and website owners have the responsibility to implement the provisions regarding the provision of information and contract formation on e-commerce websites as stipulated in this circular.

b) Any organization or individual engaging in acts violating laws on e-commerce, depending on the nature and degree of violation, will be subject to penalties as prescribed by law.

24. Implementation clause

This circular shall take effect fifteen days from the date of publication in the Official Gazette.

During the implementation of this circular, if any issues arise, merchants or related organizations and individuals shall promptly report them to the Ministry of Industry and Trade for consideration and resolution./.