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Is a text message legally binding. Where each party agrees to specific terms?
Anonymous4 views3 answers
I am a club promoter. Via text message with specifics the owner of the club agreed to provide me with a space for my event. Without my knowledge or even a heads up, he has now given the space to another promoter whom are in direct competition with me?
I'm not sure how specific you can get in a text message but you might have an uphill battle trying to prove a legally binding contract. There is a reason why contracts have multiple pages. At the very least, in order to create a binding contract, you need an offer and an acceptance. The terms must also be certain and definite.
No, the text message(s) are not legally binding the same way a written contract which is signed by both parties is binding.
However, depending upon how detailed and how specific the material terms are (as expressed in the text messages), they might be used as evidence of an oral agreement.
You will need to consult with an attorney if you are contemplating taking legal action.
What makes a contract enforceable are the specific terms, so if you really had the who, what, when, where, etc. so that a judge would know how to enforce this contract, then it's a contract you can enforce.
But as my colleagues note, text messages are inherently limited in their scope, and the text message isn't suited to contracting. Sometimes a judge will imply a reasonable term where it's missing, in order to create an enforceable contract, because there is a bias toward finding enforceability, but in order for that to happen, there has to be a good reason, which might be something like you starting to perform on your end, for example, by spending some money in reliance on this event, hiring others, booking a caterer and security, etc. This could also rceate what's called a contract "implied in fact," which means a court would look at the parties conduct to prove the existence of the contract.
And even if you can't prove a written contract and it's breach, you can use the texts as evidence of your oral contract and/or your contract implied in fact, and enforce pone of those. When it's muddy like this, lawyers plead and try to prove at least one of any of these kinds of contracts.
But if there wasn't a lot of time betwene the ocntract and the breach, and you didn't rely and aren't out any money, and this competitor just outbid you, I don't think you necessarily have any damages, and it would be a "no harm, no foul" situation. Consult a business litigator for help.