7th October, 2019
Manchester County Court has ruled that an email signature block forms part of a legally binding contract.
A lawyer’s emailed response to a suggested contract change, made during negotiations for the sale of a piece of land, was deemed by a judge to be legally binding.
The case concerns a property dispute which arose over a lakeside jetty and adjoining plot of land in Cumbria, in the north of England.
In a 2016 property dispute over a boat jetty and linked plot of land by Lake Windermere, one side’s solicitor sent a reply to the other side’s lawyers agreeing to a suggestion they made while negotiating the contract.
Lake Windermere locals Stavros and Kalliroy Neocleous, wished to buy a piece of land from neighbour Christine Rees.
Rees’ solicitor David Tear of AWB Charlesworth Solicitors, emailed the affirmative reply, to correspondence from the Neocleouses’ lawyers, which named the selling price at £175,000.
Daniel Wise of Salter Heelis Solicitors, for the Neocleouses, replied and agreed.
The couple argued that the emails were a binding agreement to the contract and thus the sale of the land by their jetty.
Rees, however, was hoping for £200,000 and her solicitor later emailed those involved to say the contract was not yet finalised despite the two emails.
The case went to court on the point of whether the inclusion of a name in the email footer counts as a signature, in legal terms.
Under English law, Section 2(1) of the Law of Property (Miscellaneous Provisions) Act 1989 says that any contract for the sale of land can only be concluded in writing.
Case law says that writing must include both sides’ signatures.
“The purported signature of the solicitor on behalf of the defendant was by ‘automatic’ generation of his name, occupation, role and contact details at the foot of an email,” Judge Pearce, of Manchester Civil Justice Centre, said.
He continued: “Looked at objectively, the presence of the name indicates a clear intention to associate oneself with the email – to authenticate it or to sign it.
“There is good reason to avoid an interpretation of what is sufficient to render a document ‘signed’ for the purpose of section 2 where that interpretation may have the effect of introducing uncertainty and/or the need for extrinsic evidence to prove the necessary intent.”
He continued: “The use of the words ‘many thanks’ before the footer shows an intention to connect the name with the contents of the email.”