Canada Court Rules Thumbs-Up Emoji Amounts To Acceptance, Binds Parties Under A Legal Contract

Canada Court Rules Thumbs-Up Emoji Amounts To Acceptance, Binds Parties Under A Legal Contract

The King’s Bench of Saskatchewan in Canada has held that sending a thumbs up emoji in response to a contract will amount to acceptance and bind the parties under a legal contract.

The Canadian Court ordered a crop seller to pay $82,200.21 for breach of contract as he had failed to deliver the crop to the seller after responding to the contract on message with a thumb’s up emoji.

While rejecting the argument of the defendant that the thumbs up emoji was sent to communicate the receipt of the contract, Justice Timothy Keene said, “In my opinion, when considering all of the circumstances that meant approval of the flax contract and not simply that he had received the contract and was going to think about it.”

The Court was hearing the plea of breach of contract of a seller who sent a picture of a contract to deliver the crop in November with a text ‘please confirm’ to which a farmer replied with the thumb’s up emoji. However, the farmer did not deliver and subsequently the price of the crop increased.

The Court of King’s Bench in the province of Saskatchewan heard that a grain buyer with South West Terminal sent a mass text message to clients in March 2021, advertising that the company was looking to buy 86 tonnes of flax at a price of C$17 ($12.73) per bushel.

The Plaintiff/buyer, Kent Mickleborough, spoke with farmer Chris Achter on the phone and texted a picture of a contract to deliver the flax in November, asking the farmer to ‘please confirm flax contract’ in the message.

Achter, who lives in the community of Swift Current, responded with a thumbs-up emoji. However, Achter had not delivered the flax in November – and by that time, prices for the crop had increased.

Mickleborough and Achter disputed the meaning of the emoji. The buyer pointed to previous contracts confirmed by text message, suggesting the emoji meant Achter was agreeing to the terms of the contract.

Nonetheless, Achter said that the emoji indicated only that he had received the contract in the text message.

Achter’s lawyer objected to a cross examination of his client into the meaning of the thumbs up, arguing his client ‘is not an expert in emojis.’

Justice Timothy Keene, used dictionary.com definition of the symbol, lamented that the case led the parties to a far-flung search for the equivalent of the Rosetta Stone in cases from Israel, New York State and some tribunals in Canada, etc. to unearth what a ‘thumbs up’ emoji means.

“This court readily acknowledges that a ‘thumbs up’ 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,” he wrote.

Justice Keene also dismissed defence, that allowing the thumbs up emoji to signify acceptance ‘would open up the flood gates’ to new interpretations of other emojis, including the ‘fist bump’ and ‘hand shake’.

In finding that the thumbs-up can be used to enter into contracts, Keene said the court ‘cannot (nor should it) attempt to stem the tide of technology and common usage’ of emojis.

“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,” the Judge observed.

It was further observed that under these circumstances a ‘thumbs up’ emoji is an action in electronic form that can be used to express acceptance as contemplated under the Electronic Information and Documents Act, 2000 SS 2000.

Justice Keene also rejected the argument that, an actual signature is essential because it confirms the person’s identity and a signature conveys a message.

In light of the above the Court held that, “I find that the parties entered into a binding legal contract under the unique circumstances of this case. Therefore, this issue does not require a trial.”

Consequently, the Court ordered the plaintiff to pay damages amounting to $82,200.21 for the breach of contract.