Instant Messenger Conversation Modifies Contract; Signed With ‘Awesome’

This isn’t a UK case, but I could see the same hap­pen­ing here — as the arti­cle states, all the ele­ments of a con­tract seem to be present:

Instant Mes­sen­ger Con­ver­sa­tion Mod­i­fies Con­tract; Signed With ‘Awe­some’:

Many peo­ple don’t quite real­ize that almost any kind of “agree­ment” can be seen as an enforce­able con­tract in the eyes of the courts. While some peo­ple think a con­tract has to involve a full writ­ten doc­u­ment and sig­na­tures, that’s often not true at all. Take, for exam­ple, a case involv­ing affil­i­ate sales of e-cig­a­rettes, in which a writ­ten con­tract was deemed to be mod­i­fied by a sim­ple instant mes­sen­ger con­ver­sa­tion. The affil­i­ate com­pa­ny, CX Dig­i­tal, want­ed to remove the con­trac­tu­al lim­it of 200 refer­rals per day for sales of Smok­ing Everywhere’s e-cigs, and the fol­low­ing IM con­ver­sa­tion ensued:


[CX] (2:50:08 PM): We can do 2000 orders/day by Fri­day if I have your bless­ing

[CX] (2:52:13 PM): those 2000 leads are going to be gen­er­at­ed by our best affil­i­ate and he’s legit

[Smok­ing Every­where]: is avail­able (3:42:42): I am away from my com­put­er right now

[CX] (4:07:57 PM): And I want the AOR when we make your offer #1 on the net­work

[Smok­ing Every­where] (4:43:09 PM): NO LIMIT

[CX] (4:43:21 PM): awe­some!

Smok­ing Every­where then tried to bail out on pay­ing CX the affil­i­ate fees owed, and claimed (among oth­er things) that this didn’t rep­re­sent an actu­al mod­i­fi­ca­tion of the con­tract which had the 200 per day lim­it stat­ed. The court didn’t buy it, not­ing that this is a per­fect­ly fine exam­ple of an offer, counter-offer and accep­tance, all encap­su­lat­ed in instant mes­sen­ger.

(Via Techdirt.)