When it comes to negotiating a settlement, it’s important to choose your words carefully. Emails, texts, and other forms of communication can end up being legally binding, even if you haven’t signed a formal agreement. In a recent case, Elysium Health v. ChromoaDex, No. 22-cv-1059 (Lead), 22-cv-1153 (2d Cir. Oct. 26, 2023), the plaintiff learned this lesson the hard way. By saying “we can accept the additional terms you proposed” and “I understand that now that we have an agreement you will begin work on documentation” in an email, they inadvertently bound themselves to an agreement that wasn’t yet formalized in writing. So, be cautious with your words and make sure you fully understand the implications of what you’re agreeing to, even in informal communications.
