Thumbs up emoji sent on text message sufficient to show valid contract: Canadian court

A court in Canada recently upheld the validity of a contract on the basis of a “thumbs up" or "👍" emoji used by one of the parties in a text message, which the Court found indicated that the party had approved the contract. [South West Terminal Ltd. v Achter Land & Cattle Ltd].Judge TJ Keene of the King's Bench for Saskatchewan passed the order while also commenting on the need for courts to meet such new challenges that may arise from the use of emojis in today's world. ."I agree that this case is novel (at least in Saskatchewan) but nevertheless 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," the judge said..In the present case, the order was passed after noting that there was a similar uncontested pattern of entering into what both parties knew and accepted to be valid and binding contracts on several occasions.."I am satisfied on the balance of probabilities that Chris (defendant's representative) okayed or approved the contract just like he had done before except this time he used a 👍 emoji ... In my view a reasonable bystander knowing all of the background would come to the objective understanding that the parties had reached consensus ad item – a meeting of the minds – just like they had done on numerous other occasions," the court held..The judge also recorded examples of previous instances where the defendant responded in similar curt terms such as, “looks good”, “ok” or “yup” and followed through on the contract. “The parties clearly understood these curt words were meant to be confirmation of the contract and not a mere acknowledgement of the receipt of the contract by Chris. There can be no other logical or creditable explanation because the proof is in the pudding”, the judgment added..The dispute before the court concerned an agreement to deliver flax.The plaintiff contended that the parties had entered into a deferred delivery purchase contract for 87 metric tonnes of flax. However, the defendant did not deliver any, prompting the plaintiff to move the court.The plaintiff sued for breach of contract and sought damages amounting to $82,200.21 in addition to interest and costs..The defendant denied entering into any contract on the ground that there was no note or memorandum of the contract made or signed by the parties. .The plaintiff pointed out that its representative had sent an image of a signed contract to the defendant stating, “please confirm flax contract”. To this, the defendant's representative was stated to have sent a “thumbs-up” (👍) emoji in response..The defendant, however, claimed that the emoji only confirmed receipt of the 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”, the defendant said in a deposition. .To decide on the matter, the court examined the dictionary meaning of the emoji as well as the judge’s own understanding from everyday use. The judge ultimately found that the emoji expressed approval. “This ends up being a bit of a cake and eat it too situation – Chris wants the court to accept the 👍 emoji meant only he got the contract but not that he approved the contract. This is of course somewhat self-serving," he remarked..The judgment added that while a signature conventionally does denote identity and confirmation of an agreement, this does not prevent the use of modern-day emojis to approve agreements.“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' – to identify the signator (Chris using his unique cell phone number) and as I have found above – to convey Achter’s acceptance of the flax contract,” the court said..With this, the Court found there existed a valid contract and that the same was breached by the defendant. For this breach, the plaintiffs were awarded damages amounting to $82,200.21..[Read Judgment]