In a groundbreaking ruling, a judge in Canada declared that the use of a “thumbs-up” emoji constitutes the acceptance of a legally binding agreement, carrying the same weight as a physical signature. This verdict highlights the need for careful communication in today’s era of casual emails and text messages. The case revolved around a grain buyer, Kent Mickleborough, in Saskatchewan, a Canadian province, who sent a mass text message to potential clients, expressing interest in purchasing 86 tons of flax at a price of $17 Canadian dollars per bushel.
After receiving a contract via text message and speaking with a farmer and grain seller, Chris Achter, over the phone, the buyer signed the contract and texted a picture of it to the seller, and wrote “Please confirm flax contract,” according to court documents. The seller responded with a “thumbs-up” emoji.
However, when the price of flax changed, the seller attempted to back out of the agreement, arguing that the emoji only indicated receipt of the contract, not acceptance of its binding terms. The buyer, on the other hand, contended that the thumbs-up emoji signified the buyer’s agreement to the contract. When the seller did not send the flax, the grain buyer filed a lawsuit.
The buyer sued the seller, arguing that the “👍” represented more than just the receipt of the contract; it represented an agreement to the conditions of the contract. The seller said in an affidavit that he “did not have time to review” the contract and the thumbs-up was just an acknowledgment of receipt. Arguing further that “It was not a confirmation that I agreed with the terms of the Flax Contract. The full terms and conditions of the Flax Contract were not sent to me, and I understood that the complete contract would follow by fax or email for me to review and sign.”
Ultimately, the judge agreed with the buyer, ordering the seller to pay nearly $62,000 in damages. The court’s decision relied on Dictionary.com’s definition of the emoji which notes the image is used to “express assent, approval, or encouragement in digital communications, especially in Western cultures.”
“This court readily acknowledges that a “👍” emoji is a non-traditional means to ‘sign’ a document but nevertheless under these circumstances this was a valid way to convey the two purposes of a ‘signature’,” the court wrote.
The defense attempted to argue that recognizing the thumbs-up emoji as acceptance of a contract could potentially lead to various interpretations of other emojis, such as the “fist bump” or “handshake.” The court’s decision, however, responded that the court lacked the authority to impede the progress of technology and the widespread use of emojis.
While this ruling currently applies exclusively to Canada, it serves as a significant precedent that may find its way into legal systems in the United States. In summary, this case underscores the importance of exercising caution when communicating electronically. It establishes that colloquial usage of emojis can now carry legal implications, reinforcing the need for clear and explicit communication in professional interactions.
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About Harrison Oldham
Harrison grew up in Mansfield, Texas. He attended Texas A&M University for his bachelor’s degree, where he met his wonderful wife, Kelsey. After graduating magna cum laude from Texas A&M, he attended SMU Dedman School of Law, graduating with honors in 2012. Today, Harrison and his wife live in Dallas, Texas with their son, Teddy.
Since graduating from SMU Law, Harrison has worked exclusively in the field of business law. He has spent time in private practice and in-house, working with clients of every size; from single person startups to Fortune 250 companies. Today his practice focuses on serving the diverse needs of businesses and individuals throughout Texas. You can learn more about Harrison by visiting his website, at: http://