Think that an email signature block has no legal basis? Well, news from the UK might make you think otherwise.
In what was deemed a surprising verdict, a UK High Court judge ruled that an email signature block sent by a lawyer formed part of a legally binding contract. This then cost a land seller in Northern England £25,000.
The email in question was sent during a 2016 property dispute over a plot of land in Ghyll Head on the eastern side of Lake Windermere. Locals Stavros and Kalliroy Neocleous owned a boat jetty that was only accessible via land owned by their neighbor Christine Rees. The Neocleouses tried to register a legal right of way to cross Rees’ land, which she vehemently objected to. After some discussion, both parties agreed in principle for Rees to sell part of her land to the Neocleouses.
In order to settle the dispute, the lawyer acting on behalf of Rees, Solicitor David Tear of AWB Charlesworth Solicitors, offered to sell the land to the Neocleouses at £175,000, £25,000 lower than the original asking price. Once this was accepted over a phone call by Daniel Wise of Salter Heelis Solicitors, working on behalf of the Neocleouses, Tear sent an email confirming the terms of the settlement. His response came with a standard email signature block including his name, job title, company and contact details. He also signed off the email with “Many thanks.”
Further to our telephone conversation I am pleased to confirm that terms of settlement between our respective clients have been reached on the following basis:
(1) Your clients will pay to my client the sum of £175,000 (one hundred and seventy five thousand pounds – “the Settlement Sum”) for the transfer of my client’s jetty/boat landing plot/mooring (which is contained within title number CU67453) (“the Land”) to Mr & Mrs Neocleous and the release of my client’s right to pass and re-pass over the land used as a road and coloured brown on the conveyance dated 1 June 1945 between Poole (1) and Wootton (2) (“the Release”).
[more legal terms]
I would be grateful if you would acknowledge receipt of this email and confirm your agreement to the above in order that I can then advise the Tribunal.
Solicitor and Director
For and on behalf of AWB Charlesworth Solicitors
The terms of settlement were then accepted in a separate email reply by Wise. In Manchester County Court, the Neocleouses argued that the two emails represented a binding contract, thus confirming the sale of the land owned by Rees. Tear countered this by saying the terms had not actually been finalized as no official paperwork between the two parties had been signed. He argued that this fell under Section 2(1) of the Law of Property (Miscellaneous Provisions) Act 1989, which states: “The document incorporating the terms or, where contracts are exchanged, one of the documents incorporating them (but not necessarily the same one) must be signed by or on behalf of each party to the contract.”
However, Judge Pearce of Manchester Civil Justice Centre said “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. 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.” The judge continued, “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 also highlighted that the use of the words “Many thanks” before the email signature block showed a direct intention of connecting the name with the contents of the email.
Tear said: “I do not believe that the parties concluded a settlement agreement. They failed to agree all terms and to condense those terms into a single document that was then signed by the parties or their representatives.” But by then, the judge had already decided on the outcome, meaning Rees was ordered to sell her plot of land to the Neocleouses for £175,000.
So, the next time that someone tells you that email signature blocks have no legal basis, point them to this case as proof that they do.
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