In Athena Brands Ltd v Superdrug Stores Plc  EWHC 3503 took place an email exchange between a superdrug store buyer and Athena Brands, a manufacturer, regarding the sale of a new cosmetic product. The e-mail exchange established that the proceeds would be sold to the defendant at a specified price for a 12-month period during which the defendant could order shipments from warehouses at any time through orders. The sale price would have exceeded $1.3 million, but in response to slower-than-expected sales – Superdrug stopped ordering. The manufacturer claimed nearly $980,000 in damages. One of the repeated misunderstandings is that businesses and consumers tend to consider that if they have not signed a document, there is no possibility of being linked by an email or text message. Consumers and businesses are often quite surprised and, in some cases, worried when they learn that seemingly casual conversations containing a relevant language may be enough to create a legally binding contract or even a guarantee. In several recent cases, it has been confirmed that an enforceable guarantee can be created by a number of emails authenticated by the guarantor`s online signature. Suppose two parties exchange a series of emails in which they agree to edit a standard document. Although the language used in the exchange is far from formally legal and there is never a comprehensive agreement containing all the keywords exported, the parties intend to be bound by the terms they negotiate informally and agree in the exchange of e-mail. If a person enters his or her name in an e-mail to indicate that he or she is in contact with his authority and that he assumes responsibility for its content, this will be considered a signature for the purposes of an agreement. This is also the case when only the first name, initials or perhaps even a nickname are used.
Representations are not binding contractual conditions. However, if they have encouraged your client to buy, they may be entitled to a misrepresentation if it turns out that it is not true. As we have seen, e-mails can be legally binding. So he sticks to one last question. One of the most common misunderstandings about contracts is that a signature is necessary for a contract to be binding, when all that is necessary for both parties is necessary to agree on the terms set. If you are involved in litigation, all relevant documents can be used as evidence, including emails exchanged between the parties. In Forcelli v. Gelco, a representative of Gelco`s insurance company, offered the applicant $230,000 to settle the matter first orally and then repeat it in an e-mail. The complainant agreed, but when Gelco attempted to terminate the payment after winning the case a few days later, the New York Appeal Division decided, in a separate case, that the e-mail constituted a legally binding contract and that Gelco was required to pay the full amount offered. The Tribunal`s decision was based on the following factors: not all courts agree, however, that a party intends to be bound by the terms of the contract by inserting its name at the end of an e-mail or the presence of an automatic signature block. The Fort Worth Court of Appeal found that the automatic signature block was not a signature, since there was nothing in the e-mail to indicate that the party intended, in that case, that the automatic signature block was a binding signature.