Homeowners: Emails to Contractors Could Establish a Contract!

Having work done on your home? Be careful when you are exchanging emails with contractors, or you may end up with an extra lien on your home!

Massachusetts law allows contractors, suppliers, and laborers to file a “mechanic’s lien” as security for payment for labor or materials. See G.L. c. 254. A mechanic’s lien allows the service provider to force the sale of the property to satisfy the unpaid debt. To assert a mechanic’s lien, a party must have a written contract for their work on the project, and must properly file the lien with the registry of deeds.

According to a recent court ruling, an emailed response to a bid may help a contractor to put a mechanic’s lien on your house! A Massachusetts Superior Court held that the signature block of an email was sufficient to accept and execute a written contract for services. In Clean Properties, Inc. v. Riselli, the homeowner emailed the contractor to ask about emergency help cleaning a “substantial release of oil” on the homeowner’s Belmont property. The contractor responded via email with a proposed written contract, stating that the homeowner could accept with specific language. The homeowner emailed the specified language back and closed, “Thanks, [Homeowner’s Name].” In court the homeowner tried to have the contractor’s mechanic’s lien discharged. The homeowner claimed that there was no “written contract.” The court disagreed.

The mechanic’s lien statute defines a “written contract” as “any written contract enforceable under the laws of the commonwealth.” G.L. c. 254, § 2A. In Massachusetts, that includes electronic documents. In 2004, Massachusetts adopted the Uniform Electronic Transactions Act, which allows for electronic exchange of documents and “electronic signatures” of contracts. See G.L. c. 110G, § 2. Thus “a contract is formed when someone accepts a written offer by email, and … such a written contract is enforceable under Massachusetts law.” Clean Properties. This law allows for the realities of modern transactions, in which communication and contracts often happen electronically. However, it also means that parties might not anticipate the consequences of their emailed “signature.”

In this case there was an email with language of acceptance, and an emailed “signature block.” The homeowner got stuck with an extra lien encumbering her property, and the contractor had a powerful tool to collect his fee. Be cautious in your email exchanges. If you have questions about a contract or an unpaid invoice, contact the attorneys at Hutchins Law, P.C. to see how we can help!

The purpose of this article is to inform our clients of developments in the law and to provide information of general interest. It is not intended to constitute legal advice or to assume a client relationship. The content of this article could be considered advertising under the rules of the Massachusetts Supreme Judicial Court. Copyright © 2012 Hutchins Law, P.C. All Rights Reserved.