Emails can form binding contracts

Emails can form binding contractsIn the 21st Century, email has become an important means of communication and, in fact, almost essential for effectively conducting any business; but the apparent informality of the medium can often give the misguided impression that it is somehow of lesser legal significance. A recent decision of the Brisbane Supreme Court underscores the importance of ensuring that all email communication is carefully crafted and well considered because emails themselves can be sufficient evidence in writing of an agreement, to satisfy the legal requirements of the Property Law Act.

In the case before Justice Martin, Stellard v. New Queensland Fuel Pty Ltd, the parties had been negotiating for the sale and purchase of a service station and site. The negotiations resulted in an email being sent by the proposed purchaser which made an offer which was said to be “subject to contract and due diligence as previously discussed”. The proposed sellers’ representative responded by email saying ‘we accept the below offer which we understand will be subject to execution of the contract provided”.

Later, when the seller had a change of heart, a dispute arose as to whether, in the absence of a signed contract, there was in fact a valid and binding contract which was sufficient to satisfy the relevant statute of frauds. The statute is legislation which requires a contract for the sale of an interest in land to be in writing and signed by the parties, unless a rare exception applies.

In his decision, Justice Martin considered the Electronic Transactions (Queensland) Act 2001 and applied it to the facts and circumstances and found that the email exchange was sufficient to satisfy the legal requirements and that a contract had been formed.

For those of us who use email regularly in the course of our business activities, the lesson is simple. Emails must be carefully considered, appropriately structured and should fully and properly articulate your position so that there can be no misunderstanding. If an important subject matter is the subject of the exchange, perhaps it is best to not hit send until it has been proof read a couple of times!

Travis Schultz
Practice Group Leader
STOLaw, Part of the Slater and Gordon Group
Ph: (07) 5413 8900
Fax: (07) 5413 8958

LinkedIn, The Invasive Invader?

Social MediaIn this 21st century world of electronic communication, selfies and cyberspace, we’ve become accustomed to social media multinationals invading our personal space, but I can’t help but wonder if LinkedIn users have been duped into handing over personal information to behemoth intent on manipulating and utilising our data for corporate gain.  Now, I admit that I’m a bit of a novice when it comes to social media but when LinkedIn asked me if I’d like to import my contacts I thought they were simply doing me a favour to help me have ready access to my friends and colleagues details whilst using the LinkedIn program.  Little did I know that by enabling access to my contacts, LinkedIn would send an invitation to all of them to connect and for those who were not already on LinkedIn, to suggest that I had invited them to join up. No doubt that great service was with perfectly altruistic intent? Surely, there is no benefit to LinkedIn from signing up new recruits from my personal database or upsizing them to a paid membership?

So, when I started to receive messages that “so and so” had accepted my invitation to connect (that I didn’t recall even sending) or that “Joe Blow” (who I didn’t even know) had “endorsed” me for a skill I didn’t know I had, I began to wonder whether all was well on the Western Front.

There is no doubt that LinkedIn has become a popular interface for communication amongst professionals but when we disarm ourselves and bare our souls to a social media provider that we entrust with our personal background, qualifications and work history, are we entitled to expect that the provider won’t use the information for their own commercial purposes?

Perhaps I am a little naïve and there’s good reason why LinkedIn’s share price has hit US$231.00 and climbing, but for me, I would have thought that LinkedIn’s 238 million users are entitled to know what the social media giant intends to do with their information, before we sign up.

Travis Schultz
Managing Partner
Schultz Toomey O’Brien Lawyers
Ph: (07) 5413 8900
Fax: (07) 5413 8958