The Court of Appeals in Commercial Matters decided that -according to the circumstances of the case- there was no doubt that an email was a reliable means of communication.
Recently, Division C of the Court of Appeals in Commercial Matters decided that the termination of a consulting agreement notified by email was valid in the terms agreed by the parties (Court of Appeals in Commercial matters, Division C, “E-Corp S.A. v. Adecco Argentina S.A.”, Case No 27761/2011, September 3, 2015).
The facts of the case are the following. On September 25, 2007, E-Corp S.A. (Ecorp) and Adecco Argentina S.A. (Adecco) entered into a consulting agreement whose term was set to one year and which provided for automatic renewals of one year each. Moreover, the parties reserved their rights to terminate the agreement at any time after the first year, without the need to invoke any cause, with an express advance notification of 45 days prior to the termination taking place. Furthermore, the parties agree that any notification would be valid if sent by registered letter or any other reliable means.
On that basis, on November 23, 2009, Adecco sent Ecorp an email notifying them that with effect as from December 31, 2009, they decided to terminate the consulting agreement. Without denying the authenticity of the email communication, Ecorp argued that an email was not to be considered as a reliable means of notification on the basis of what the parties had agreed. That is to say, Ecorp argued that an email communication was not in line with what the parties considered a reliable communication.
The Court of Appeals partially confirmed the decision issued by the first instance court and concluded that under the circumstances of the case there was no doubt that the email sent by Adecco was a reliable means of communication.
In so deciding, the Court of Appeals considered the following: (i) that the plaintiff acknowledged the authenticity of the email sent by Adecco; (ii) that section 6 of the Digital Signature Law No. 25,506 provides that a digital document satisfies the written requirement; (iii) that the parties regularly used emails as their method of communication (which they were actually using to explore the possibility of renegotiating the terms of the agreement); and (iv) that Ecorp reliably got notice of Adecco’s intention to terminate the consulting agreement.
This Court decision shows that in the circumstances of the case, contract termination can be validly triggered by email notification instead of any more formal means.
