Are Text Messages Written Agreements

Therefore, Massachusetts businesses should be prepared that, if the requirements of the Fraud Act are met, a text message has greater legal reach and should be managed with care, such as an e-mail or other similar signed communications. Despite the changing legal environment, there are still practical steps that can be taken even if the company is not based in Massachusetts or California. This judgment specifies that text messages can be considered legally enforceable as long as they meet the requirements for a bilateral offer, counterparty, capacity and acceptance contract. The Massachusetts Regional Court`s ruling also indicated that these contracts could replace the written contracts on paper and ink, imposed by the Fraud Act, which is enforced by many states. Text messages can also be used to negotiate and accept bilateral agreements. Bilateral contracts accepted by SMS, as in writing, have an offer, consideration, contractual capacity and acceptance. In 2016, St. John`s Holdings, LLC vs. Two Electronics, LLC created the precedent for text messages as valid legal documents. If a company is concerned that its state will follow in the footsteps of Massachusetts, it would be wise to understand its state`s handling of e-mail correspondence in the case law, as well as terms such as the essential terms of an agreement and the Parol rule of evidence. It may even be possible to predict the most likely interpretation of text messages from state to state based on these predictive markers and the analogy with email communication. In one way or another, lawyers and companies are best placed to prepare for the legal importance of text messages in negotiations and the formulation of binding contracts.

The first case that appears to have sparked a discussion about text messages within the legal community is St. John`s Holdings, LLC v. Two Electronics, LLC. [4] In this case, the seller provided the buyer with an SMS confirming that a Memorandum of Understanding was acceptable and requested the buyer`s signature, but as soon as the buyer signed, the seller refused to execute the latest declaration of intent. [5] The Massachusetts Court held that «text messages and emails may comply with the Fraud Act, provided that, like other writings, they contain the essential terms of the transaction and are signed by the parties or their authorized agents.» [6] The St. John`s Holdings Court found that these conditions were met. The text message implicitly contained the Memorandum of Understanding and took into account all the essential terms of the contract. The court then compared the text messages to the e-mail communication and found that the broker`s simple act, which inserted their first name at the end of the text message, was sufficient to qualify as a mandatory signature in these negotiations. [7] Both the E-Sign Act and St.`s judicial analysis.