Emojis are common characters sent by text to convey casual messages. Now they are even used when contracting to seal the deal, according to a Canadian court.
The court decided that the “thumbs up” emoji sent by a farmer in Saskatchewan was enough to bind him to a contract.
In the case, a grain purchaser with South West Terminal sent the farmer, Chris Achter, a photo of the contract to have 86 tonnes of flax delivered. Achter’s response was simply a single “👍”.
Justice Keene decided this was sufficient to demonstrate assent to the terms and conditions of the contract. He thereafter ordered the farmer, Chris Achter, to pay the sum of $82,000 to South West Terminal for their unfulfilled contractual obligations.
What Does this Imply for the Future of Contracting?
In his defence, Achter argued that his use of the “thumbs up” emoji was intended to indicate that he had received the photo of the contract with South West Terminal, and not that he was assenting to the terms and conditions of it. However, Justice Kenne disagreed with this argument, initiating his precedent-setting decision which will alter the way contractual acceptance is considered in this digital era.
Contracts do not have to take on a singular form so long as they possess the necessary requirements. Three key components set the foundation contracting: an offer, an acceptance, and consideration from each party. Historically, contracts have been validly formed in many ways, so long as these three components are present.
With the integration of symbols into modern communication, it appeared to be only a matter of time before emojis would find their way into contractual communications as well.
This is not to say that just any emoji can be used to indicate a party’s acceptance of a contract. Justice Keene dismissed the concerns that his decision would open a “flood gate” of new interpretations of other emojis, such as the “fist bump” and “hand shake” emoji. Rather, Justice Keene stated that the court, “cannot (nor should it) attempt to stem the tide of technology and common usage” of emojis.”
In considering what his decision would mean for the future of contract formation, Justice Keene further stated that, “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.”
Therefore, Canadians should now think twice about their use of the previously innocent and casual emojis, or bear the risk of one very expensive “thumbs up”.