WRITING CONTAINED ALL THE MATERIAL TERMS
After the mediation of an employment dispute, the attorney for the employees sent an email to counsel for the employer asking the latter “to confirm the settlement we reached.” Fortuitously, that communication set forth the terms, which included a $325,000 payment. And, in response, the employer’s lawyer wrote, “Yes, confirmed.”
When the payment was not made, the employees brought an action to recover the settlement monies, [via a motion for summary judgment in lieu of complaint (CPLR 3213)], and, in response, the defendants contended that there wasn’t an enforceable agreement between the parties. After the Queens County Supreme Court disagreed, and granted relief in the plaintiffs’ favor, an appeal ensued.
On its review, the Appellate Division, Second Department, noted that a contract comes into existence when the “material terms” are set forth in a writing and there is “a manifestation of mutual assent.” In this case, since all the elements of the settlement were reflected in the email and accepted by an attorney who had “apparent authority to settle the case” on the defendants’ behalf, that communication constituted “an enforceable settlement agreement between the parties,” which wasn’t subject to “further occurrences,” like the signing of a formal settlement documents.
Because it thought the motion had been “properly granted,” the AD2 left the outcome undisturbed.
Would you have signed off on that?
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DECISION