Be careful before you casually toss another thumbs-up emoji: A Canadian court has found that the ubiquitous symbol can claim that a person is officially entering into a contract.
The ruling signaled what a judge called the « new reality in Canadian society » that the courts should address as more people express themselves with hearts, smiley faces and fiery emojis, even in serious business or personal disputes.
The case questioned whether a Saskatchewan farmer agreed to sell 87 tons of flax to a grain buyer in 2021. The buyer signed the contract and sent a photo to the farmer, who responded by replying with a « thumbs- on” emoji.
The farmer, Chris Achter, said the « thumbs up emoji simply confirmed that I received the linen contract » and that it was not confirmation that he had agreed to the terms of the deal, according to the ruling. He said he understood the wording meant that « the full contract would follow by fax or email for you to review and sign. »
The wheat buyer, Kent Mickleborough, pointed out that when he sent the photo of the contract to Mr Achter’s mobile phone, he had written: ‘Please confirm linen contract’. Then, when Mr. Achter responded with a thumbs-up emoji, Mr. Mickleborough said he understood Mr. Achter was « accepting the contract » and that it was « his way » of signaling that agreement.
The judge observed that Mr. Achter and Mr. Mickleborough had a long standing business relationship and in the past when Mr. good », « ok » or « yes ».
Both sides clearly understood that these terse replies were meant to be a confirmation of the contract and « not a mere acknowledgment of receipt of the contract » by Mr. Achter, wrote Judge TJ Keene of the Court of King’s Bench for Saskatchewan. And each time Mr. Achter had delivered the grain as contracted and had been paid.
As such, Judge Keene ruled last month that there had been a valid contract between the parties and that Mr. Achter had violated it by not delivering the flax. The judge ordered Mr Achter to pay damages of C$82,200, or about $61,000.
“This court readily acknowledges that a 👍 emoji is a non-traditional means of ‘signing’ a document, but nevertheless in these circumstances this was a valid way to convey the two purposes of a ‘signature’: to identify the signer” as Mr. Achter because he was writing from his mobile number and « to communicate Achter’s acceptance of the linen contract », Judge Keene wrote.
In making his decision, Judge Keene cited dictionary.com definition of the thumbs-up emoji: « used to express assent, approval, or encouragement in digital communications, especially in Western cultures. »
« Not sure how authoritative that is, but this seems to match my understanding from my day-to-day use, even as a latecomer to the tech world, » Judge Keene wrote.
In an interview on Thursday, Mr Achter said he « obviously » disagreed with the decision and declined to comment further. His attorney, Jean-Pierre Jordaan, did not immediately respond to an emailed request for comment.
According to the ruling, Mr Jordaan had warned that allowing a thumbs-up emoji to indicate agreement on a contract would ‘open the floodgates’ to all kinds of cases by asking the courts to define what it means. than other emojis, such as a handshake or a fist.
Josh Morrison, a partner at the law firm who represented Mr Mickleborough, declined to comment on the decision but said Canadian lawyer magazine that it was « a really interesting case – a classic law school question. »
Laura E. Little, a professor at Temple University Beasley School of Law, called the decision « a remarkable sign of the new world of communication when an emoji can work to break the trap of creating a contract. »
Julian Nyarko, an associate professor at Stanford Law School, said the legal test for agreement to a contract centers on how a reasonable person would interpret the signs provided by both parties. In some cases, a verbal agreement is enough, he said.
“For most intents and purposes, a reasonable person, if they see a thumbs up emoji, would think the person giving the thumbs up wants the contract,” said Professor Nyarko. « It fits perfectly with the legal doctrine that the courts have established. »
Even so, the precise meanings of emojis will remain an open question in the United States and Canada, depending on the facts of each case, said Eric Goldman, a law professor and co-director of the High Tech Law Institute at Santa Clara University School of right.
Professor Goldman, who has counted 45 judicial opinions in the US who referred to the thumbs up emoji, they noticed that some young people use the sarcastically emoji or in bad faith. Others use it simply to acknowledge receipt of a message such as a verbal « uh-huh ». In some Middle Eastern countries, he said, the gesture is offensive.
“This case is not going to definitively resolve the meaning of a thumbs up emoji,” Professor Goldman said, “but it does remind people that using the thumbs up emoji can have serious legal consequences.”