Exchange of E-mails Between Counsel Created Binding Settlement Agreement

An agreement between parties or their attorneys relating to any matter in an action, other than one made between counsel in open court, is not binding upon a party unless it is in a writing subscribed by him or his attorney, and an email constitutes a writing for purposes of that provision . In addition, since settlement agreements are subject to the principles of contract law, for an enforceable agreement to exist, all material terms must be set forth and there must be a manifestation of mutual assent. Thus, where an email message contains all material terms of a settlement and a manifestation of mutual accord, and the party to be charged, or his or her agent, types his or her name under circumstances manifesting an intent that the name be treated as a signature, such an email message may be deemed a subscribed writing within the meaning of CPLR 2104 so as to constitute an enforceable agreement.

As defendant correctly contends, the requirements for a valid and enforceable settlement agreement are satisfied here. The email from plaintiff’s lawyer to defendant’s lawyer contained the only two material terms of the agreement, i.e., defendant’s payment of $32,500 to plaintiff in exchange for plaintiff’s release of defendant from further liability; the email plainly manifested the parties’ mutual accord, i.e., “[plaintiff] has informed me that he would like to accept the $32,500 settlement [offered by defendant]”; and the lawyer representing the party to be bound, i.e., plaintiff, explicitly typed his name at the end of the email in a manner akin to a hand-signed letter. Nothing more was required, and plaintiff’s subsequent refusal to execute form releases and a stipulation of discontinuance did not invalidate the agreement. To the contrary, plaintiff’s subsequent refusal to execute the necessary releases and stipulation constituted a breach of the parties’ valid settlement agreement. The court thus erred in denying defendant’s cross motion to enforce the settlement agreement.