The Massachusetts Land Court has held that text messages may form a binding contract in connection with the sale of real estate! While neither punctuation nor colorful texting acronyms can make this decision more noteworthy than the many issues with texts, emails and Tweets that we witnessed during this most recent campaign season (e.g., Anthony Wiener, Hillary Clinton and Donald Trump), this decision does serve as an important wake-up call to those who use electronic communications as a means to negotiate real estate transactions.<\/p>\n
In St. John\u2019s Holdings LLC v. Two Electronics, LLC<\/em>, real estate brokers for the seller, Two Electronics, and the first prospective buyer, St. John\u2019s Holdings, negotiated the terms of a letter of intent for the sale of an office property in Danvers, Massachusetts via emails and text messages. Ultimately, the seller\u2019s broker sent a text to St. John\u2019s broker requesting that the buyer sign the letter and provide the deposit, stating:<\/p>\n \u201c[The seller] wants you to sign first, with a check, and then he will sign. [. . .] Can Rick sign today and get it to me today? Tim\u201d<\/p>\n Shortly thereafter, St. John\u2019s signed letter of intent and deposit check were delivered to Two Electronics\u2019 broker. Rather than countersigning St. John\u2019s offer, Two Electronics signed an offer from a second prospective buyer received that same day. St. John\u2019s sued and sought an injunction.<\/p>\n For its support, Two Electronics cited Singer v. Adamson<\/em>, 11 LCR 338, 342 (2003), an over 10-year old Land Court decision, in which the court noted that \u201c[e]-mails facilitate rapid, almost instantaneous communication, but in many cases they analogize more closely to telephone calls, or at least to voice mail messages, shot back and forth between parties whose chief goal is prompt response [ . . .].\u201d However, the Court here rejected Singer<\/em>, finding that, analogous to several more recent decisions involving email exchanges, Two Electronics\u2019 broker \u201csigned\u201d his name, \u201cTim\u201d, at the end of the text message, which, together with the culmination of the previous emails and letter of intent formed a binding agreement.<\/p>\n Parties and their agents involved in the negotiation of real estate contracts should make it clear that electronic communications will be non-binding, and that the parties\u2019 intention is to be bound only by a written agreement actually signed by the parties. Otherwise, the convenience, ease and speed of emailing and\/or texting could lead to the unintended consequence of a binding agreement and your very own potential OMG\/SMH moment.<\/p>\n","protected":false},"excerpt":{"rendered":" The Massachusetts Land Court has held that text messages may form a binding contract in connection with the sale of real estate! While neither punctuation nor colorful texting acronyms can make this decision more noteworthy than the many issues with texts, emails and Tweets that we witnessed during this most…<\/p>\n","protected":false},"author":8,"featured_media":870,"comment_status":"closed","ping_status":"closed","sticky":false,"template":"","format":"standard","meta":{"_acf_changed":false,"jetpack_post_was_ever_published":false,"_jetpack_newsletter_access":"","_jetpack_dont_email_post_to_subs":false,"_jetpack_newsletter_tier_id":0,"_jetpack_memberships_contains_paywalled_content":false,"_jetpack_memberships_contains_paid_content":false,"footnotes":"","jetpack_publicize_message":"","jetpack_publicize_feature_enabled":true,"jetpack_social_post_already_shared":true,"jetpack_social_options":{"image_generator_settings":{"template":"highway","default_image_id":0,"font":"","enabled":false},"version":2},"_links_to":"","_links_to_target":""},"categories":[19],"tags":[39,38],"class_list":["post-867","post","type-post","status-publish","format-standard","has-post-thumbnail","hentry","category-real-estate","tag-electronic-communication","tag-land-court"],"acf":[],"yoast_head":"\n