When an email becomes a contract - dealing with estate agents
Just an email? No, you have entered into a contract.
According to the lawyers Dundas and Wilson, people who are selling their properties should be very careful about their email exchanges with estate agents.
They have highlighted the case of a lady in Bedfordshire who had instructed several agents on a multi-agency basis. She then decided to terminate these arrangements and instructed a new agent (NPH).
The new agent was appointed to run with the multi-agency basis until that ended, and then on a sole agency basis. An email was sent to the vendor to clarify this and contained two documents as attachments; one for sole agency and the other for multiple agency. Both agreements state that if, at any time, the property was sold during these contracts, the agency fee should be paid. The vendor replied with the short phrase “That’s fine, look forward to viewings”.
However, the vendor went on to sell her property via yet another estate agency during the sole agency period. NPH then requested their commission which was refused so they started proceedings to claim their fee.
The vendor claimed that she had not read the email and its attachments properly. She also claimed that her reply was not to the email, but to a telephone conversation. In this case, it is significant to note that the vendor’s email was a ‘reply’ to NPH’s email, ie not a fresh email.
The Court of Appeal held that the vendor’s defence was not relevant and the words ‘that’s fine’ did not relate to a different thread. The Court decided that this was a valid contract and NPH was subsequently awarded damages.
The moral of the story? It is easy for a contract to be created, even through an innocent one-line email reply. Always read and understand attachments before you agree in any form. Ignorance of their contents was not a defence here. If you are in any doubt, always start a fresh email with a new heading.
With thanks to
PropertyDrum for bringing this to our attention.