Replying To An Email Does Not Create A Contract (And Does Not Require Walmart Pay $600 Billion)

from the that's-not-how-the-law-works... dept

Fri, Apr 29th 2011 1:07am — Mike Masnick

While this case involves one of the many ridiculous lawsuits filed by individuals demanding insane sums of money from companies for no good reasons, there are some good points in here (also, like many of these lawsuits, it involves a plaintiff who has history of filing lawsuits). Apparently, a guy by the name of David Stebbins sued Walmart. To understand the basis of the lawsuit, you have to understand that he sent various companies a link to a "contract" on his MySpace page, which he claims presents a binding contract (if you're particularly risk averse, you may want to avoid clicking on that link, though it's difficult to believe any such contract is valid). Here are some snippets from the faux contract:

My name is David Anthony Stebbins, and I live in Harrison, AR. I am sending a link to this webpage to various companies to put you on notice: If you contact me in any way, shape, or form, you hereby acknowledge that you have read, understand, and agree to be legally bound by the terms below.

[...]

This will also take effect if I attempt to contact you, and, upon hearing my name, you do not cease communications with me on the spot.

[...] You hereby agree to allow me to use, distribute, and sell the rights to your name, physical likeness, and any intellectual property that you may own, throughout the universe, for no fee, for all eternity.

You hereby agree to not request, nor accept any offer for, any third party to remove any material that I use that you feel that you own the copyright to.

You hereby agree that, for now and for all eternity, in the event that I ask you a question, you must answer it promptly, accurately, and truthfully.

You hereby agree to never

Interrupt me when I am speaking, for all eternity.

Hang up on me in any phone call, for all eternity.

Block my attempts to communicate with you, for any reason, for all eternity.

Ask me a question that I have previously answered, for all eternity.

Demonstrate any rudeness, annoyance, or disrespect, however petty, against me, for all eternity.

Accuse me of lying, or any variation thereof, for all eternity.

It goes on along those lines. Anyway, he sent the email to Walmart with the link to this contract. Walmart customer care sent back a standard, boilerplate reply suggesting he contact a different department, which Stebbins used to claim the contract had been entered into (in combination with him also buying a gallon of milk -- don't ask). He sent a letter to Walmart demanding arbitration to settle their "legal dispute." When Walmart failed to agree to arbitration within 24-hours, he claims that he wins and should get $600 billion (with a b):

"since Wal�Mart did not accept the arbitration invitation within twenty-four hours of receiving it, he automatically wins regardless of the merits of the case and is entitled to an award of six-hundred billion dollars."

Not surprisingly, the court isn't buying it:

Plaintiff maintains Wal�Mart accepted the contract by its �act� of replying to his e-mail....The e-mails from Plaintiff are self-serving documents that did not form the basis for any conduct or performance on Wal�Mart's part....In this case, Wal�Mart performed no act. It merely replied to two e-mails by directing the Plaintiff to the correct department. It performed no service and Plaintiff made no promise.

Obviously, this particular case is something of a joke, but given how often people seek to claim that a contract has been entered into on dubious terms (such as replying to an email), perhaps a bit of reasonable caselaw comes out of this...

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Filed Under: contract, email
Companies: walmart

52 Comments

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ianb (profile), 29 Apr 2011 @ 1:30am

Or...
... you just wasted your valuable time documenting the travails of a fruitcake. :)

This is however reminiscent of the "contracts" that many have tried to assert either within emails or in response to spammers/telemarketers. Mr. Stebbins, legal genius that he is, clearly attempted to expand those concepts somewhat.
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- Fushta, 29 Apr 2011 @ 6:19am
  
  Re: Or...
  "Demonstrate any rudeness, annoyance, or disrespect, however petty, against me, for all eternity."
  
  Too late...
  
  Is there a "no givsies backsies" clause in the contract?
  [ link to this | view in chronology ]
Anonymous Coward, 29 Apr 2011 @ 1:49am

(if you're particularly risk averse, you may want to avoid clicking on that link, though it's difficult to believe any such contract is valid)

If anyone feels this way but would like to go anyway, do what I do and add a Legalese header to your browser's GET requests. Feel free to use mine:

Legalese: policyref="http://pastebin.com/f1eb3d530"

And yes, those of you who can't see incoming HTTP headers, this is an actual thing that webservers do. (The "policyref" pointing to another page isn't my own idea.)
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Fzzr (profile), 29 Apr 2011 @ 1:53am

I hope this gets used to further invalidate all the family of contracts that claim a manner of acceptance other than the signature of a legal adult.

"By accepting this brick through your window..."
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- W Klink (profile), 29 Apr 2011 @ 7:37am
  
  Re: quid pro quo
  Part of the issue here is that there was no quid pro quo in the contract. In other words, Walmart provided nothing and got nothing from this contract. You can't make a contract that says "you give me everything and I don't have to do anything". Even the signature of a legal adult won't make that a valid contract. That's why you sometimes have a contract for $1.
  
  Courts have consistently found that email can create a valid contract, but there has to be SOME sort of affirmative response and not just a "you replied, you agreed".
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  - Fzzr (profile), 29 Apr 2011 @ 5:03pm
    
    Re: Re: quid pro quo
    A digital signature is fine. Checking "I Agree" is fine. "By using this X" or even "by purchasing this Y" should NOT be fine.
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    - Chargone (profile), 30 Apr 2011 @ 6:52pm
      
      Re: Re: Re: quid pro quo
      including, but not limited to EULAs in off the shelf consumer software.
      [ link to this | view in chronology ]
Old Fool (profile), 29 Apr 2011 @ 2:05am

If you read this post in any way, your soul is mine for all eternity.
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- Fzzr (profile), 29 Apr 2011 @ 2:12am
  
  Re:
  Old Fool, more like Old Scratch.
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Capitalist Lion Tamer (profile), 29 Apr 2011 @ 2:15am

Now, I'm no lawyer...
but I don't think you can legally bind anyone into anything "for all eternity." I'd think you'd at least want to dig out some more legal-ish like "in perpetuity" or something.

I am now patiently awaiting my eventual lawsuit. I am prepared to wait for all eternity.
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- Anonymous Coward, 29 Apr 2011 @ 9:38am
  
  Re: Now, I'm no lawyer...
  Tell the scientologists that. Oh, wait, their Sea Org contracts are only for a billion years.
  [ link to this | view in chronology ]
Capitalist Lion Tamer (profile), 29 Apr 2011 @ 2:25am

This is priceless.
From the crackpot's site:

"If you even so much as attempt to litigate a case with me, even if that attempt is unsuccessful, you automatically loose that case."

Thank god I won't automatically lose the case. I've still got a chance while the case is loose and roaming the halls of the courthouse or whatever.

"You hereby agree that, if I send you a letter, email, fax, or phone call, telling you that you owe me any money (maybe, or maybe not, related to this contract), and you refuse to pay me this money within 48 hours or less, the money that you owe me shall increase tenfold for every period of 24 hours thereafter."

I'd pay the guy the $5 he's asking for. By the end of the week, it's going to be $500,000. I'd counteroffer with $0 and see if he can do the math on that.

You will be exempt from all of the above provisions if one or more of the following conditions are met:

If you are contacting me to formally offer me a job (invitations to job interviews does not count).

Right. We've been looking for a candidate to fill the "Moronic Vindictive Asshole" position.
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Anonymous Coward, 29 Apr 2011 @ 2:49am

i think this guy played too many games on God Mode.
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Blatant Coward (profile), 29 Apr 2011 @ 2:58am

What about that contract modified over IM, does that have any bearing as a previous example thing?

I realize the guy is a nut but this seems in part no different from a EULA to me.
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- mdpopescu (profile), 29 Apr 2011 @ 3:17am
  
  Re:
  I was about to say the same thing. I suspect he is trying to build a case for invalidating EULAs. However, I had previously assumed that EULAs are not allowed to add more restrictions to those indicated by the law, only to lift them, so ridiculous demands in them are already invalid. (This is the case in my country, I thought it's the same in the US.) Eg, an EULA can say "you are allowed to make up to five copies and distribute them to friends"; it cannot say "you are not allowed to play this game if a friend or family is watching without paying an additional license".
  [ link to this | view in chronology ]
  - Anonymous Coward, 29 Apr 2011 @ 4:54am
    
    Re: Re:
    Yep the EULA scum should have paid him off for WalMart. This is a ploy to get WalMart's lawyers to the anti-EULA side. Even if the guy is a nut case this decision is usable as a wedge against EULAs.
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- Shawn (profile), 29 Apr 2011 @ 5:48am
  
  Re:
  I think the fundamental difference with the IM case was in the IM case the two parties had an existing contract and were discussing the terms of the contract versus trying to foist a contract on someone.
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John, 29 Apr 2011 @ 4:18am

This is not a valid contract but it is proof of fraud and the guy should be in jail.
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- Anonymous Coward, 29 Apr 2011 @ 5:00am
  
  Re:
  He can join this guy:
  http://www.4029tv.com/r/27558696/detail.html
  
  http://www.4029tv.com/news/27708929/detail.htm l
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- Steve R. (profile), 29 Apr 2011 @ 5:24am
  
  Re:
  As should every company that uses an EULA. EULAs are NOT, in my opinion, valid contracts.
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- Anonymous Coward, 29 Apr 2011 @ 9:42am
  
  Re:
  I don't think jail is in the future for him. He could easily plead insanity.
  [ link to this | view in chronology ]
freak (profile), 29 Apr 2011 @ 4:39am

IANAL, but AFAIK, this falls under a criminal rate of interest. Which is 60% per annum in Canada, what is it in the States?
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FuzzyDuck, 29 Apr 2011 @ 4:46am

Sorry but aren't we all missing the point
Seems to me this guy is just being sarcastic and trying to point out how ridiculous these kind of agreements are or setting up his own to counter any agreement that he is being held to.
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- Anonymous Coward, 29 Apr 2011 @ 6:02am
  
  Re: Sorry but aren't we all missing the point
  That's what I thought. It may even be of some use by having a ruling of this nature that reading/responding is not an act by itself that can qualify as agreeing to a contract.
  
  I absolutely laugh at the legalese people put at the bottom of their (usually corporate) emails that state that you have agreed to something by reading or receiving the email. Everyone's an armchair lawyer. I often wonder if such legal hubris extends outside the US to the same degree.
  [ link to this | view in chronology ]
- Tired of It, 4 May 2011 @ 8:31am
  
  Re: Sorry but aren't we all missing the point
  No, he is really suing these people. Just google his name as Plaintiff David Stebbins and look at the poor people he is suing for large amounts of money for nothing. And he is not only attacking large businesses! It looks like he is just another guy that does not want to work...and has found a scam to get free money. (looks like one small company already settled with him). He should be arrested and tried for Fraud.
  [ link to this | view in chronology ]
Anonymous Coward, 29 Apr 2011 @ 4:57am

HUMANCENTiPAD!
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John Doe, 29 Apr 2011 @ 5:00am

Why not?
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- John Doe, 29 Apr 2011 @ 5:01am
  
  Re: Why not?
  Fat fingered that one.
  
  Anyway, this should be about as binding as a EULA or TOS shouldn't it? :)
  [ link to this | view in chronology ]
tech84 (profile), 29 Apr 2011 @ 5:13am

nice try *diot
I don't see the sarcasm, I only see the comedy from the insanity of the guy.

Sounds like one of those you hear in the bar: "If she flips her hair twice, She's mine"

"By accepting this brick through your window..."
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NullOp, 29 Apr 2011 @ 5:49am

Yea!!!
I would like to see things like this succeed but not to the tune of a ga-jillion dollars. Companies do need to be more thoughtful and careful with their communications. Not everyone enjoys an inbox full of offers, legit or not.
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Greevar (profile), 29 Apr 2011 @ 6:13am

Is he mad or a genius?
I can't say for certain. But he does make a good case for pointing out the unenforceable terms of EULA's and TOS. It's about as binding as such. There's really no proof of a "meeting of the minds" as a legal contract requires and the terms are absurdly slanted in his favor. It sounds like an EULA/TOS to me. I hope the guy isn't just nuts and is honestly trying to set precedent against such predatory agreements.

It reminds me of this:
http://xkcd.com/501/
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velox (profile), 29 Apr 2011 @ 6:17am

The courts, including SCOTUS, continue to punt on dealing with the glaring problem which is obvious to the rest of us -- that EULAs do not in practice function in the same way as normal contracts do, even though in theory a EULA should represent a valid contract.
Its somewhat encouraging that, as noted during the past year on TD, two of our most prominent judges -- Richard Posner and John Roberts have publicly recognized the problem. How long it will be before any actual movement on the issue occurs is anybody's guess, however. -- Let's hope its sometime before all eternity.

One can only hope that by continuing to call out examples of ridiculous EULA situations, that eventually the inherent problems in this application of contract law will get the attention they deserve in opinions of the courts.
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Greg G (profile), 29 Apr 2011 @ 6:27am

I think I'll rewrite his entire "contract" for him.

My name is David Anthony Stebbins, and I live in Harrison, AR. I am sending a link to this webpage to various companies to put you on notice: If you contact me in any way, shape, or form, you hereby acknowledge that you have read, understand, and agree to be legally bound by the terms below.

You hereby will let me do whatever I want, including, but not limited to, taking everything you own and using it at my discretion, for my own benefit. You will get nothing for all eternity and like it!

You will not speak to me using any form of communication, including, but not limited to, verbally face to face, email, telephone, telegraph & morse code, text messaging, instant messaging and any form of social media, snail-mail, braille, smoke signals, semaphore, aldis lamps, blinking once for no, twice for yes, heiroglyphics, and any other form yet to be invented, for all eternity.

You may ignore the above if you are going to give me money. In this case, give me the money, then piss off, for all eternity.
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Robert Shaver, 29 Apr 2011 @ 6:42am

Works just like "shrink wrap" & "terms of service"
Well, this is good news.

This is just like those "shrink wrap" licenses on software that said something like, "By opening this package you agree to the following terms ...". And the same goes for "terms of service" that nobody reads.

So now we have case law that can be used against these other silly "contracts", right?
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Hephaestus (profile), 29 Apr 2011 @ 6:43am

This reminds me of EULA's for some strange reason.
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Jesse (profile), 29 Apr 2011 @ 6:43am

Exactly. We need more 'joke' cases like this to expose the absurdity of the apparently acceptable click-through agreements.

These days it really seems that the determining factor between what is legally acceptable or not is whether you are the big company or the little guy (hint hint big company wins, regardless of the nature of the actual case).
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Anonymous Coward, 29 Apr 2011 @ 6:55am

Replying to this comment, or even reading it, makes you in violation of my IP privileges. You now owe me a ton of money in infringement damages.
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Lesath (profile), 29 Apr 2011 @ 7:26am

My first thought was Wow! Someone is still using MySpace? Then I read teh rest of the article and understood.
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Harryr, 29 Apr 2011 @ 7:28am

How is he not getting stuck with Walmart's legal fees for this?
Not that I like Walmart, but this is a joke and wasting all of our money. Make him pay for Walmart's legal fees, which are probably off the charts, and that would be the end of these lawsuits from him. Twit.
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Anonymous Coward, 29 Apr 2011 @ 7:32am

Didn't I read an article on TechDirt where a judge ruled that the terms of a contract were ammended simply by someone's agreeing via email? While an obvious scam, how is this any different?
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Mike42 (profile), 29 Apr 2011 @ 8:16am

Just Bored
Look. This guy lives in Harrison, AK, probably the most boring place in the world. I know, I spent many a weekend there working at a warehouse. The place is a dry county!
So this guy got sick of running across the state border in search of some hooch, plus someone probably stole his sheep, and he wrote up a fake EULA. So what? Pay the man! He has to live in Harrison!
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Anonymous, 29 Apr 2011 @ 8:16am

Go to law school
He can only enter into a legal contract with Walmart if he works directly with the people who are authorized in the organization to approve the contract. He may as well ask a store clerk to sign a paper saying Walmart owes him 6 millions dollars - good luck collecting that. I'm just curious as to why the person wants the negative attention they garner for being a douchebag.
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David, 29 Apr 2011 @ 8:32am

Looks like an EULA...
Funny, this is the exact same technique that ELUA's use, but with the large business and the individual each on the other side of the agreement.
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Chris in Utah (profile), 29 Apr 2011 @ 4:14pm

EULA & THEM
It occurs to me that this is just like Righthaven. Checks and balances on our legal system. Hopefully the awareness spreads.
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Gene Cavanaugh, 30 Apr 2011 @ 1:10pm

Walmart case
Weird. When anyone hears of they don't like, they assume the law is at fault, so "perhaps some reasonable case law will come out of this".

The law (and case law) is fine; we don't need "reasonable case law" on this; we already have it.
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aldestrawk (profile), 30 Apr 2011 @ 1:21pm

a job for David Anthony Stebbins
I hereby retain David Anthony Stebbins to exclusively represent me (Aldestrawk) in negotiations with Satan. Compensation is payable only after said negotiations are completed. The amount of compensation will be a full 50% of all funds, goods, privileges, and any other perks obtained from Satan as a result of said negotiations. There will be no compensation if such negotiations never take place. Until the day Satan appears before me, David Anthony Stebbins, will not contact me through any form whatsoever, or come to my attention in any other way.

sincerely,
Aldestrawk
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Ken, 1 May 2011 @ 7:20pm

By reading this post you agree to hand over all your worldly possessions.
By viewing this post you agree to hand over all your worldly possessions.

So if you just read this you will be hearing from my lawyer.
[ link to this | view in chronology ]
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