The First Chamber of the Supreme Court of Justice of the Nation in Mexico, has adjudicated that the mere publication of the purchase and delivery policies within a section of a vendor’s digital platform does not suffice to establish that a consumer has manifested consent to said policies upon executing an online transaction.

Now, as per the complete analysis of the final sentencing through which said judicial criterion was developed, the First Chamber evaluates aspects of contracts, including: (A) consent as a constitutive element of contractual validity, (B) asymmetries inherent in juridical relationships between consumers and service providers, and (C) the requisite legibility and visibility of terms and conditions within adhesion contracts. The First Chamber bases its reasoning primarily on the following:

• Constitutive Elements of Contractual Validity: Pursuant to Article 1794 of the Federal Civil Code, the existence of a contract requires mutual consent of the contracting parties. The determination of such consent requires two acceptance acts in order to consummate the contract: (i) an offer directed to a specific party, encapsulating the essential elements of the proposed contractual arrangement, and (ii) the acceptance thereof. In the absence of acceptance, the response shall be rendered as a counteroffer, which may be either express or implied. The constitutive elements of a contract are thus delineated as consent and a lawful object.

• Asymmetries in Consumer-Service Provider Relationships: The inherent disparities between the consumer and the service provider dynamics frequently arise from the organizational sophistication of the provider holds against the consumer’s typical lack of comparable organization and expertise. In such regard, Article 28 of the Mexican Constitution protects consumer rights as a fundamental entitlement and therefore the asymmetries in consumer transactions must be mitigated by granting consumers with legal protections and mechanisms to balance their organizational capacity and safeguard their interests against potential disadvantages.

• Legibility and Visibility of Contractual Terms in Adhesion Contracts: The Supreme Court’s First Chamber has stipulated that, for a contract to be deemed perfected, the consenting party must have had a reasonable opportunity to comprehend the content and implications of the contractual obligations, as mandated by Article 1796, Federal Civil Code. Furthermore, pursuant to Article 85 of the Federal Consumer Protection Law, adhesion contracts must contain terms that are legible, implying that the consumer must have immediate and clear access to the contractual provisions. The latter, since the term “legible,” as defined by the Royal Spanish Academy, it establishes “readability” as one of the core elements of said definition.

Consequently, the First Chamber concluded that the mere publication of purchase and delivery policies on a vendor’s digital platform does not fulfill the vendor’s obligation to inform the consumer clearly and unequivocally of the terms and conditions governing the service provision. To establish consumer consent to such policies, it must be demonstrably certain that, at the time of the transaction, the consumer had direct and perceptible access to the relevant policies.

It is further noted that the First Chamber acknowledged the utility of adhesion contracts for enhancing transactional efficiency, reducing costs, and streamlining interactions between consumers and service providers. While such contractual mechanisms are indispensable for fostering an agile and efficient marketplace, the Supreme Court emphasized the necessity of implementing measures to ensure that consumer rights are adequately protected, thereby counterbalancing the inherent inequalities between contracting parties and safeguarding the integrity of both commercial transactions and the parties thereto.

This jurisprudential thesis was promulgated on July 4, 2025, in the Federal Judicial Weekly under digital registration number 2030673.

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