Thumbs Up Emoji Counts in Binding Contract, Court Rules

A judge in Canada has ruled that the thumbs-up emoji is valid as a signature and can be used to enter into binding legal contracts.

In a recent case reported on by The Guardian, the King’s Bench for Saskatchewan heard that Kent Mickleborough — a grain buyer for South West Terminal — sent a text message about wanting to buy flax to several grain producers on March 26, 2021.

After the text was sent, Mickleborough received a call from Bob Achter of Achter Land & Cattle Ltd, and later had a phone call with his son Chris Achter, legal documents show.

Mickleborough then drafted a contract, in which South West Terminal offered to buy 86 tonnes of flax, with a delivery period listed as November 2021. Mickleborough applied an ink signature, took a photo, and sent it to Chris Achter, according to the legal documents. The text read: “Please confirm flax contract.”

Chris Achter responded with a thumbs-up emoji, which Mickleborough interpreted as Achter entering into the contract, according to the legal documents.

But Achter Land & Cattle Ltd did not deliver on the given date, by which time the price of flax had increased significantly. The company said the thumbs-up emoji only indicated that Achter had received the message, not that he had agreed to the contract, Achter said in an affidavit.

“I did not have time to review the Flax Contract and merely wanted to indicate that I did receive his text message,” Achter said.

In a cross-examination, Achter said he had never Googled the meaning of a thumbs-up emoji, and his lawyer said that his client is “not an expert in emojis.”

But in the ruling, Justice Timothy Keene decided that while the thumbs-up emoji was “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 judge found that the contract was therefore enforceable, and consequently breached. He awarded damages to the amount of $82,200.21 ($61,498.09 US) plus interest.

Achter’s legal counsel suggested that allowing a thumbs-up emoji to signify acceptance would “open up the floodgates” to other emojis carrying legal weight, but the judge dismissed this concern.

“This Court cannot (nor should it) attempt to stem the tide of technology and common usage – this appears to be the new reality in Canadian society and courts will have to be ready to meet the new challenges that may arise from the use of emojis and the like,” he wrote.

Credit:Business Insider