This article discusses standard agreements and standard clauses. A standard agreement is a written document standardized by one party and used en masse without considering the different conditions of the parties. The party making the standard agreement has stronger bargaining power than the party being offered. Standard agreements usually contain standard clauses, which are offers "take it or leave it" from business actors to prospective consumers. Consumers can reject or accept the standard agreement. This article also discusses the laws and regulations governing standard agreements, as well as problems and solutions in their use in Indonesia.

Understanding Standard Agreements and Standard Clauses

A standard agreement is a written agreement in the form of a document whose contents, form, and method of closing have been standardized unilaterally by one party, then duplicated, and used en masse without considering the differences conditions possessed by the parties. The maker of the standard agreement is the party whose bargaining power is stronger than the party to whom he offers the standard agreement. The parties who are potentially offered the standard agreement are generally called “consumers.”

Standard agreements generally contain standard clauses as referred to in Article 1 paragraph (1) of Law Number 8 of 1999 concerning Consumer Protection (UUPK), which in essence implies that standard agreements are indeed an offer that is “take it or leave it” from business actors to prospective consumers.

The positions of the parties in a standard agreement are not balanced because business actors are the economically strong party while consumers are on the economically weak side. Business actors make the rules contained in the standard agreement, where these rules are sometimes one-sided.

In its latest developments, standard agreements containing standard clauses can take the form of: written on paper (paper based), and written digitally (digital based/paperless) in the form of a document that has been created digitally unilaterally by one party, and is ready to be used by another party who will make an agreement in the network.

In essence, in a standard agreement, consumers can refuse or accept and sign or not sign. This means that if the consumer signs the agreement, he is indirectly bound to the business actor and the rights and obligations between the business actors and the consumer arise.

A standard agreement in digital form is a standard agreement made through electronic means used in Electronic System Trading (PMSE). The characteristics of a digital standard agreement are as follows: Paperless (paperless), without face-to-face (faceless), without physical money (paper and metal money), using digital signatures (digital signatures), beyond national borders (borderless), and covering many jurisdictions. As a result of standard agreements being unilaterally determined by business actors, potential consumer losses that make standard agreements can be mitigated into standard clauses containing exoneration clauses, violations of the principle of immediacy, and abuse of circumstances.