Last week, Governor Gavin Newsom signed AB 2426 into law. The bill declares it unlawful for "a seller of a digital good to advertise or offer for sale a digital good to a purchaser with the terms 'buy,' 'purchase,' or any other term which a reasonable person would understand to confer an unrestricted ownership interest in the digital good, or alongside an option for a time-limited rental" unless certain conditions are met. The law defines "digital good" to mean "a digital audiovisual work, digital audio work, digital book, digital code, or digital application or game, whether electronically or digitally delivered or accessed". A "digital good” does not include a cable television service, satellite relay television service, or any other distribution of television, video, or radio service.
Leaving aside the question of whether this new law is good policy, the language employed by the legislature is curious to say the least. AB 2426 quite literally forbids a "seller" from using the word "purchase" in an offer to a "purchaser". The bill does not define "purchaser" or "purchase". However "er" is suffix to the noun "purchase" meaning "one who purchases". Thus, the California Uniform Commercial Code defines "purchaser" as "a person that takes by purchase". Cal. Comm. Code § 1201(b)(30). The Code defines "purchase" to mean "taking by sale, lease, discount, negotiation, mortgage, pledge, lien, security interest, issue or reissue, gift, or any other voluntary transaction creating an interest in property". Cal. Comm. Code § 1201(b)(29). Thus, a purchaser may be a a lessee, pledgee or even a donee, at least under the UCC.
AB 2426 amends the Business & Professions Code. Thus, the UCC definitions of "purchaser" and "purchase" are not controlling. Nonetheless it is hard to make sense of a statute that forbids the use of the word "purchase" in making an offer to a "purchaser". If a person is in fact a "purchaser", what is the rationale for eschewing the word "purchase"? After all, a purchaser is fundamentally someone who purchases.
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