• Negotiation vs Agreement

Sir,

Will a negotiating process amount to an agreement?

Will some communication (e-mails and probably the recordings of a mobile phone conversation) about the property details for negotiation of selling / buying of a landed property (in a rural area of Tamilnadu) amount to an agreement of Sale?

Is it mandatory to reply to a lawyer notice? 

If a recipient of a lawyer notice himself can reply or that is it that the reply is to be given (on behalf of the recipient)  only by a lawyer?


Will the issue simply of a lawyer notice be prohibitive of selling a property by the recipient of the notice?

Please advice me early.

Thanking you and with Regards,

Yours sincerely

Dr.G.Palani
Retd.Joint Director,
Tamilnadu Public Health Services
Mobile: 7373087113,   7200132787
04.02.2016
Asked 10 months ago in Property Law from Tiruchengode, Tamil Nadu
Religion: Hindu
1) mere negotiation between parties does not amount to agreement for sale 

2) it is always advisable to reply to legal notice 

3) recipient can reply to legal notice . however better to get it replied by lawyer

4)merely issue of legal notice does not restrain you from selling property . 

5) if court passes order restraining sale of property then only you cannot sell the property 
Ajay Sethi
Advocate, Mumbai
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Oral contract is valid, binding and enforceable - Decree for specific performance can be granted on the basis of oral contract - However, heavy burden lies on plaintiff to prove that there was consensus ad idem between parties for concluded agreement for sale.

in your case emails exchanged between parties for sal/purchase of parties would constitute valid contract between parties . even if it is oral contract it can be enforced 
Ajay Sethi
Advocate, Mumbai
23217 Answers
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Unless there is acceptance of an offer no agreement can take place.
For sale agreement to be legally effective it need not be out into writing and hence oral agreement is equally valid and enforceable in the court of law.
So mere negotiation without acceptance of offer will not make it a completed agreement.

Hence it is called ' consensus ad idem' or meeting of minds.
Devajyoti Barman
Advocate, Kolkata
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1. Negotiation does not amount to an agreement unless it is proved that during the course of negotiation both the parties had agreed on the same thing in the same sense. A lawyer's notice should be answered, preferably but not mandatorily by a lawyer. 

2. Unless there is a positive order passed by a court to restrain the sale the sale can be made. 

3. The test to determine whether an agreement had been reached or not is whether the parties had during the course of communication agreed to do a positive act towards the purchase of property or not. 
Ashish Davessar
Advocate, Jaipur
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1) if terms and conditions have not been accepted by the purchaser then it would not constitute a valid contract 

2) only if offer is accepted  it would constitute a contract 
Ajay Sethi
Advocate, Mumbai
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Mere exchange of information does not create a contract, Both parties have to agree to do something in the emails. There may be an implied offer and an implied acceptance of the same. Unless the emails are perused nothing can be said.
Ashish Davessar
Advocate, Jaipur
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448 Consultations
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Will some communication (e-mails and probably the recordings of a mobile phone conversation) about the property details for negotiation of selling / buying of a landed property (in a rural area of Tamilnadu) amount to an agreement of Sale?
The negotiations may be agreed or not but they cannot be termed as an agreement.  Agreement is totally different term to that of the negotiation.



Is it mandatory to reply to a lawyer notice? 
It is always better to reply to a lawyer's notice atleast to record your protest/objection/denial of the contents in the said notice.



If a recipient of a lawyer notice himself can reply or that is it that the reply is to be given (on behalf of the recipient)  only by a lawyer?

The recipient if understood the contents properly and knows what is to be replied and to give a non-committal reply, the reply can be given by the recipient itself.



Will the issue simply of a lawyer notice be prohibitive of selling a property by the recipient of the notice?

The lawyer's notice cannot restrict or prohibit the sale of the property, you can very well proceed with the proposed sale transaction.





T Kalaiselvan
Advocate, Vellore
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127 Consultations
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Will some communication (e-mails and probably the recordings of a mobile phone conversation) about the property details for negotiation of selling / buying of a landed property (in a rural area of Tamilnadu) amount to an agreement of Sale?"
You have repeated the same question in the previous post too wherein it was opined that this will not amount to agreement and has no binding effect to that of the sale agreement.  The mobile phone recordings cannot be an evidence for an agreement until there is a written agreement and being a registered document.
T Kalaiselvan
Advocate, Vellore
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127 Consultations
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in your case emails exchanged between parties for sal/purchase of parties would constitute valid contract between parties . even if it is oral contract it can be enforced "
If there was an agreement in the exchange of emails and have both agreed with the terms of sale including consideration amount and time scale besides other formalities, then it may be considered as a valid agreement however if the terms are violated or breached then the contract becomes void and unenforceable.




But the e-mails were only relating to furnishing of land details for the consideration of the buyer. There was no consensus or acceptance of any term(s)of sale / purchase other than price. Other terms from either side were not acceptable to other party. There was no acceptance of offer.
If this was fact then it cannot be considered as a valid contract, this cannot be considered as an agreement at all, it will be termed as mere correspondences or communications between two parties. 




In this circumstance, will the emails exchanged between parties for sale/purchase would constitute valid contract between parties?
No, is my opinion.
T Kalaiselvan
Advocate, Vellore
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127 Consultations
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Hi, Assume for a movement, treat the emails and mobile conversations are agreement then on the basis of that he has to file a suit for specific performance of the contract.

2. In case of Specific performance of the agreement, it is a discretionary relief of the court even though ever thing hold good the court have power to reject the same.

3. So don't bother too much, first reply the legal notice and contest the case on  merits.

4. It is very difficult to prove the oral agreement.
Pradeep Bharathipura
Advocate, Bangalore
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133 Consultations
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