Methods of Describing Data as the Subject of a Contract. ICLRC’s Participation in UNCITRAL Working Group IV: Electronic Commerce

From 20 to 24 October 2025, the ICLRC will take part as an observer in the 69th session of UNCITRAL The United Nations Commission on International Trade Law (UNCITRAL) develops conventions, model laws, guidelines, and other instruments in the field of international trade.  Working Group IV on Electronic Commerce.

Continuing work on data provision contracts

Since 2023, the Working Group has been discussing the topic of data provision contracts across three sessions. You can read more about earlier discussions on our website:

• at the 65th session
• at the 67th session
• at the 68th session

The current agenda includes work on Default rules for data provision contracts. The need for such provisions arises from the special nature of data as an object of transactions, the diversity of existing approaches to data transfer, and the lack of convenient and predictable standards of conduct and liability for market participants.

Among the issues to be discussed by experts and state delegations at the session are:

• the format of the future document (guide, model law, or convention);
• evaluation of data conformity, procedures for notification of non-conformity or unusability, and the legal consequences thereof;
• the scope of the provider’s obligations depending on the method of data provision (for example, granting access to data by providing an encryption key to encrypted data);
• differences in the scope and nature of the provider’s obligations and liability depending on the basis for data provision (“passive” provision, analogues of sale or licensing);
• additional obligations of the buyer (for instance, destruction of data after a certain period).

ICLRC’s position

The iclrc has prepared its comments on the issue of data identification for the draft text. Data are not a conventional type of good, so it is necessary to clarify how market participants can individualize them. Possible parameters include: dataset name, unique identifier, dataset attributes, number of records, and the period for which the data are provided.

Work on digital trade topics

The Working Group is also expected to discuss updated information from the Secretariat on ongoing research and preparatory work related to digital trade, as envisaged following the 58th session of the Commission held in July this year. This includes possible future work on harmonizing UNCITRAL instruments and updating existing principles of digital trade.

Related research

Earlier, the Center conducted research on the current status of UNCITRAL instruments’ implementation and on alternative approaches and possible gaps in regulation. The analysis demonstrated a diversity of national approaches and the resulting need to regulate digital trade in accordance with the principles of compatibility and interoperability.

About Working Group IV

Since 1996, UNCITRAL Working Group IV has addressed issues related to the digitalization of commercial interaction. Among the key documents developed by the Commission and recognized in more than 100 countries are: the United Nations Convention on the Use of Electronic Communications in International Contracts (ECC, 2005), the Model Law on Electronic Commerce (MLEC, 1996), the Model Law on Electronic Signatures (MLES, 2001), and the Model Law on Electronic Transferable Records (MLETR, 2017).

The latest texts adopted by Working Group IV include the Model Law on the Use and Cross-border Recognition of Identity Management and Trust Services (MLIT, 2022) and the Model Law on Automated Contracting (MLAC, 2024).

Together, these instruments establish the legal foundation for electronic commercial interaction worldwide — both cross-border and domestic. They embody the core principles of non-discrimination in the use of electronic means, technological neutrality, and functional equivalence.

The results of the Secretariat’s research on topics such as artificial intelligence, data, online platforms, digital assets, and distributed ledger systems are reflected in the Taxonomy of Legal Issues Related to the Digital Economy (United Nations publication, e-ISBN 978-92-1-358510-8).