contract-law binding texting
Are Text Messages Legally Binding Even If I Signed A Contract
<p>I paid someone a lot of money for 3 different services. All 3 of these services were agreed upon in text message format but then I signed a contract that only explicitly mentioned 1 of those services (I took it at good-faith that the other 2 services would be fulfilled since we agreed in text that they would).</p>

<p>Are those text messages legally binding for the other 2 services even though they were not mentioned explicitly in the contract I signed?</p>

<p><strong>Edit:</strong> This was a "mentorship" which was supposed to include the 3 services (all of which were mentioned in text messages - it was 1 comprehensive agreement). The 2 services that I did not receive were only mentioned in the text messages and not at all in the contract.</p>

<p><strong>Edit 2:</strong> The services we agreed upon were as follows: (1) a mentorship of 10 1-hour sessions. (2) A newly built/redesigned website. (3) 1 month of marketing performed by their marketing team.  (1) was agreed upon both in text messages and in the contract.  (2) &amp; (3) were agreed upon in text messages but not mentioned at all in the contract.  From the text messages we exchanged, it was very clear that the money I paid was for all 3 services. However only (1) was provided (the only one in the contract).</p>

<p>This could depend on who reads the messages, since it could be taken either way.</p>

<p>Without seeing the messages, I would assume most people would consider the texts to be working the details out and the contract to be the final product.</p>

<p>The contract itself would have to list all the services to include them, but in some cases the texts could be considered separate contracts.</p>

<p>To be a separate contract you have to show that both sides intended for it to be real and binding and not simply negotiations.</p>

<blockquote>
  <p>Are those text messages legally binding for the other 2 services even though they were not mentioned explicitly in the contract I signed?</p>
</blockquote>

<p>Based on what you describe, yes, they are legally binding unless they are implicitly and sufficiently related to the signed contract.</p>

<p>For ease of reference, let's label as S1 the service which is the subject matter of the contract, and S2 &amp; S3 the other two services. In all certainty, the contract supersedes the portions of the messages that pertain to S1. </p>

<p>The extent to which the contract controls S2 and S3 depends on how these relate to S1 even if they are not mentioned --or alluded to-- in the signed contract. This relation among the three services is <a href="https://law.stackexchange.com/questions/41871/are-text-messages-legally-binding-even-if-i-signed-a-contract#comment77666_41871">unclear</a> from your post. Here the point is that if the contract implicitly encompasses those services as well, the text messages are superseded also regarding S2 and/or S3, accordingly.</p>

<p>In the event that the contract is <em>de facto</em> unrelated to S2 and S3, the text messages are binding only if their contents permit a finding of both essential elements for the formation of a contract: an offer by the party and a timely acceptance thereof by the counterparty. Your mention that "<em>All 3 of these services were agreed upon in text message format</em>" suggests that the text messages truly constitute a contract rather than mere negotiations.</p>

<p>But absent that finding, your burden would be to prove that the amount of money you paid was for the three services and not just for S1. Being able to prove that would establish the formation of an <em>implicit contract</em> premised on the supplier's act (aka subsequent conduct) of taking your payment.</p>

<p>Besides what Iñaki Viggers said, you might want to check your signed contract for the standard "Entire agreement" clause. If it's there, then all your relations with the other party would be solely bound by the contract or its written amendments. So no luck with the texts, unless the other party agrees to amend the contract. If it's not there, you could be in more luck. </p>

<p>Disclaimer: I'm not a lawyer, nor based in the US.</p>
