When Does An Email Form A Legally-Binding Agreement? Ask The Canucks.

A recent decision from the British Columbia Court of Appeal provides an important reminder when communicating by email regarding the negotiation of the terms of an agreement: Just because you haven't signed a contract, doesn't mean you haven't entered into a legally-binding agreement.

In Vancouver Canucks Limited Partnership v Canon Canada Inc, 2015 BCCA 144, the BC Court of Appeal was asked to review a decision from the Supreme Court of British Columbia which had held that through a series of emails, the parties had entered into a multi-year sponsorship agreement. At trial, the Canucks had successfully argued that Canon had entered into a five-year sponsorship agreement with them, despite the fact that the parties had not reached agreement on a key term, both parties had made it clear that any agreement was subject to review by their respective legal teams, and neither party had actually signed anything.