Vol 7 No 1 - Roger Williams University School of Law

decisions on fundamental issues—such as the treatment ofadhesion contracts, the nature of assent, the role of formalities incontract, the availability of damages—would be the same. Yetpressure was being placed on the Conference by the softwareindustry, which primarily represents the interests of licensors andwas uncomfortable with what it perceived as the liberal “probuyer”or “pro-consumer” positions being advanced in the contextof Article 2.16 Thus, splitting off the two committees allowed forthe development of the licensing law in a different direction thanthe sales article. In attempts following the creation of the Article2B Drafting Committee to coordinate the two drafts, both thedegree of divergence between the two and their fundamentallydifferent approaches to contract law became apparent.17Fourth, UCITA in the United States has not met with totalacceptance—it has been enacted in only two states to date.Indeed, one might characterize its reception in some-quarters asdown right hostile. For example, the attorneys general in manystates opposed the original adoption of UCITA by the NationalConference.18 In addition to lobbying against enactment ofUCITA by states, opponents have actually gone on the offensiveand urged state legislatures to adopt legislation that wouldaffirmatively preclude application of UCITA by courts in that stateeven where the parties have chosen UCITA as the governing bodyof law.19 Opposition and dissension has surfaced in other bodies16. Id.17. One of the key results of the split is that the Article 2 Drafting Committee wasunder increased pressure—in the name of “uniformity”—to revise its provisions tofollow the more conservative ones in Article 2B. This impact was felt in such areas asthe Statute of Frauds (which the Article 2 drafting committee originally voted toeliminate but which was vigorously defended by the Article 2B committee; it was laterreinstated in Article 2), the parol evidence rule (Article 2 wanted to liberalize the rule,but Article 2B strengthened it; ultimately, Article 2 was made to conform to Article2B), and contract policing (Article 2 contained additional provisions absent in Article2B that were eventually eliminated).18. Letter from State Attorneys General to Gene N. Lebrun, President of theNCCUSL (July 23, 1999), available at http://www.2bguide.com/docs/799ags.html (lastvisited Sept. 8, 2001); Letter from Attorneys General of 11 States to Gene Lebrun,President of the NCCUSL (July 28, 1999), available athttp://www.2bguide.com/docs/799mags.html (last visited Sept. 8, 2001) (agreeing withJuly 23, 1999, letter).19. Three states have already adopted such “anti-UCITA” legislation. Ironically,these states (Iowa, West Virginia and North Carolina) have included such a provisionin their enactment of the Uniform Electronic Transactions Act, another product of theNational Conference. See Uniform Electronic Transactions Act, Iowa Code Ann. §