I was discussing a contract but never signed anything; are our discussions a binding contract?
Possibly yes. Where parties are discussing an agreement in conversations and emails, their discussions can create an enforceable contract if:
- both parties agreed on all the essential terms required to form a binding agreement,
- a reasonable bystander would conclude the parties intended to be bound, and
- signing a formal contract was just a formality.
If these factors are all present, it doesn’t matter if the parties never sign a written agreement. They can be bound by the promises they made in the preliminary communications.